Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ________________ (the "Transferor") to ________________ (the "Transferee") of the captioned mortgage pass-through certificates (the "Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee (the "Pooling and Servicing Agreement"), pursuant to which Pooling and Servicing Agreement the Certificates were issued.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Mastr Asset Backed Securities Trust 2005-He1), Pooling and Servicing Agreement (Mastr Asset Backed Securities Trust 2005-He1)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------------- (authorized signersigner of Bank of America, N.A.) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- ------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx --------------------------------------- Custodian --------- Wells Fargo Bank, N.A.] [U.S. Bank National Association] N.A. Please acknowledge the execution of the above request rxxxxxt by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated September 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [____________________], By: ----------------------------------------------- Name: --------------------------------------------- Title: -------------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xxxrica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-9, Class ___, having an initial aggregate Certificate Balance as of September 28, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated September 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxxsota 55479-0113 Atxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-9, Class ___, having an initial aggregate Certificate Balance as Master Servicer of September 28, 2005 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated September 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Banc of America Mortgage Securities Mortgage Pass-Through Certificates Series 2005-9 Trust), Pooling and Servicing Agreement (Banc of America Mortgage Securities Mortgage Pass-Through Certificates Series 2005-9 Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------------- (authorized signersigner of Bank of America, N.A.) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _____________________________ (the "Transferor") to Address:____________________________________ ____________________________________________ Date:_______________________________________ Custodian Wells Fargo Bank, N.A. Please acknowledge the execution of the above rexxxxx by your signature and date below: ----------------------------------- -------------- Signature Date Documents returned to Custodian: ----------------------------------- -------------- Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated December 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Atxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-00 Xx: Xxxx xx Xmerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-11, Class ___, having an initial aggregate Certificate Balance as of December 29, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated December 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- (Transferor) By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Atxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-00 Xx: Xxxx xx Xmerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-11, Class ___, having an initial aggregate Certificate Balance as Master Servicer of December 29, 2004 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated December 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Banc of America Mortgage Securities Mortgage Pass-Through Certificates Series 2004-11Trust), Pooling and Servicing Agreement (Banc of America Mortgage Securities Inc)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _________________________________ (the "Transferor"authorized signer of Bank of America Mortgage Securities, Inc.) to Issuer:_____________________________________ Address:____________________________________ ____________________________________ Date:_______________________________________ Custodian The Bank of New York Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated January 25, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: Name: Title: EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Xxxxxxx Street - 00 X Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2000-1, Class ___, having an initial aggregate Certificate Balance as of January 25, 2000 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated January 25, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Xxxxxxx Street - 00 X Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2000-1, Class ___, having an initial aggregate Certificate Balance as of January 25, 2000 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated January 25, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2000 1), Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2000 1)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ Address: ----------------------------------- ------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [------------------------------------- Custodian --------- Xxxxx Fargo BankBank Minnesota, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated August 27, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. [_______________], By: ---------------------------------------- Name: -------------------------------------- Title: ------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank Minnesota, N.A. Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BOAMS 2003-H Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2003-H, Class ___, having an initial aggregate Certificate Balance as of August 27, 2003 of $___________ ------------------------------------------------------ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated August 27, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------- (Transferor) By: ---------------------------------------- Name: -------------------------------------- Title: ------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank Minnesota, N.A. Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BOAMS 2003-H Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2003-H, Class ___, having an initial aggregate Certificate Balance as of August 27, 2003 of $_________] ------------------------------------------------------ Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated August 27, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Mort Pass THR Certs Ser 2003-H)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. ------------------------------------- Custodian The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated April 24, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [---------------], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2001-5, Class ___, having an initial aggregate Certificate Balance as of April 24, 2001 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security pursuant to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution Section 6.02 of the Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated April 24, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2001-5)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ---------------------------------- Address: ----------------------------------- --------------------------------- ----------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx ------------------------------------ Custodian Wells Fargo BankBank Minnesota, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution xxxxution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated March 25, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. [---------------], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, N.A. Sixth Street and Marquette Avenue Minnxxxxxis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2003-C, Class ___, having an initial aggregate Certificate Balance as of March 25, 2003 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated March 25, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------- (Transferor) By: ---------------------------------------- Name: -------------------------------------- Title: ------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, N.A. Sixth Street and Marquette Avenue Minnxxxxxis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2003-C, Class ___, having an initial aggregate Certificate Balance as of March 25, 2003 of $__________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated March 25, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ------------------------------------------- (Transferor) By: ---------------------------------------- Name: -------------------------------------- Title: ------------------------------------- Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ------------------------------------------- (Nominee) By: ---------------------------------------- Name: -------------------------------------- Title: -------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank Minnesota, National Association, as Trustee, with respxxx xo the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________1 in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Mort Pass THR Cert Ser 2003-C)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Banc of America Mortgage Securities, Inc.) to Issuer:__________________________________ Address:_________________________________ _________________________________________ Date:____________________________________
A. Please acknowledge the execution of the above rexxxxx by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated October 28, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By: _____________________________________ Name: ___________________________________ Title: __________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xx: Xxxx xx Xmerica Alternative Loan Trust 2004-10, Mortgage Pass-Through Certificates, Series 2004-10, Class ___, having an initial aggregate Certificate Balance as of October 28, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated October 28, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xx: Xxxx xx Xmerica Alternative Loan Trust 2004-10, Mortgage Pass-Through Certificates, except Series 2004-10, Class ___, having an initial aggregate Certificate Balance as of October 28, 2004 of $[_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated October 28, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ____________________________________________ (Nominee) By:_________________________________________ Name:_______________________________________ Title:______________________________________ ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, N.A., as Trustee, with respect to the mortgage pass-txxxxxh certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- ------------------------------------ -------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. --------------------------------------- Custodian --------- The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated November 21, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [---------------], By: --------------------------------------------- Name: ------------------------------------------- Title: ------------------------------------------ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2000-7, Class ___, having an initial aggregate Certificate Balance as of November 21, 2000 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated November 21, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2000-7, Class ___, having an initial aggregate Certificate Balance as of November 21, 2000 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated November 21, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. -------------------------------------------- (Nominee) By: ----------------------------------------- Name: --------------------------------------- Title: --------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and The Bank of New York, as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2000-7)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America, N.A.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] -------------------------------------
A. Please acknowledge the execution of the above request rexxxxx by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated November 29, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-00 Xx: Xxxx xx Xmerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-11, Class ___, having an initial aggregate Certificate Balance as of November 29, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated November 29, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ------------------------------------------ (Transferor) By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-00 Xx: Xxxx xx Xmerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-11, Class ___, having an initial aggregate Certificate Balance as Master Servicer of November 29, 2005 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated November 29, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- ------------------------------------ -------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx --------------------------------------- Custodian Wells Fargo Bank, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the xx xhe above request by your signature and date below: --------------------- ----------- ---------------------------------- ---------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ---------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated March 30, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, National Association, as Trustee. [_______________], By: ----------------------------------- Name: --------------------------------- Title: -------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-C, Class ___, having an initial aggregate Certificate Balance as of March 30, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated March 30, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, National Association, as Trustee. All capitalized terxx xxed herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-C, Class ___, having an initial aggregate Certificate Balance as Master Servicer of March 30, 2004 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated March 30, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, National Association, as Trustee. All capitalized terxx xxed herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. -------------------------------------------- (Nominee) By: ----------------------------------------- Name: --------------------------------------- Title: --------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, National Association, as Trustee, with respect to the xxxxgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________1 in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Mort Pas THR Cert Series 2004 C)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Bank of America Mortgage Securities, Inc.) to Issuer:__________________________________ Address:_________________________________ _________________________________________ Date:____________________________________ Custodian --------- The Bank of New York Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated March 28, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [____________________], By:______________________________________ Name:____________________________________ Title:___________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2000-2, Class ___, having an initial aggregate Certificate Balance as of March 28, 2000 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated March 28, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, _________________________________________ (Transferor) By:______________________________________ Name:____________________________________ Title:___________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2000-2, Class ___, having an initial aggregate Certificate Balance as of March 28, 2000 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated March 28, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Mortgage Pass Through Certificate Series 2000-2)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- --------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. ------------------------------------- Custodian --------- The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ---------------------------------- --------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated November 27, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2001-11, Class ___, having an initial aggregate Certificate Balance as of November 27, 2001 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated November 27, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2001-11, Class ___, having an initial aggregate Certificate Balance as of November 27, 2001 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated November 27, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ------------------------------------------ (Nominee) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and The Bank of New York, as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
(1) Transferee must own and/or invest on a discretionary basis at least $100,000,000 in securities unless Transferee is a dealer, and, in that case, Transferee must own and/or invest on a discretionary basis at least $10,000,000 in securities.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2001-11)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ---------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ------------------------------- Address: ----------------------------------- ------------------------------ ------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. ------------------------------ Custodian The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ------------------------------ ----------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ------------------------------ ----------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated February 21, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: ---------------------------------- Name: -------------------------------- Title: ------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-B, Class ___, having an initial aggregate Certificate Balance as of February 21, 2002 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security pursuant to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution Section 6.02 of the Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated February 21, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mortgage Securities Inc 2002 B)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Custodian The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated July 27, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [---------------], By: Name: Title: EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 1999-8, Class ___, having an initial aggregate Certificate Balance as of July 27, 1999 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 27, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, --------------------------------------------- (Transferor) By: Name: Title: EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 1999-8, Class ___, having an initial aggregate Certificate Balance as of July 27, 1999 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated July 27, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Secs Inc Mort Pas Thru Cert Ser 1999-8)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by __________________________ (the "Transferor"authorized signer of Servicer) to Issuer: _____________________________ Address:_____________________________ _____________________________________ Date:________________________________ Custodian U.S. Bank National Association Please acknowledge the execution of the above request by your signature and date below: _________________________________ __________________ Signature Date Documents returned to Custodian: _________________________________ __________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT May 31, 2007 [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated May 31, 2007, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Servxxxx, and U.S. Bank National Association, as Trustee. [__________________], By:_________________________________ Name:_______________________________ Title:______________________________ EXHIBIT G-1 FORM OF TRANSFEROR'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxxsota 55479-0113 Atxxxxxxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xx Xxxxxca Funding Corporation, Mortgage Pass-Through Certificates, Series 2007-D, Class ___, having an initial aggregate Certificate Balance as of May 31, 2007 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated May 31, 2007, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Sxxxxxer, and U.S. Bank National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ____________________________________ (Transferor) By:_________________________________ Name:_______________________________ Title:______________________________ EXHIBIT G-2A FORM 1 OF TRANSFEREE'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxxsota 55479-0113 Atxxxxxxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xx Xxxxxca Funding Corporation, Mortgage Pass-Through Certificates, Series 2007-D, Class ___, having an initial aggregate Certificate Balance as Master Servicer of May 31, 2007 of $___________ Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated May 31, 2007, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Servicxx, and U.S. Bank National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding Corp)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] -------------------------------------
A. Please acknowledge the execution of the above request reqxxxx by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated June 28, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [---------------], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xx: Xxxx xx Xmerica Alternative Loan Trust 2004-6, Mortgage Pass-Through Certificates, Series 2004-6, Class ___, having an initial aggregate Certificate Balance as of June 28, 2004 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 28, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein anx xxx otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xx: Xxxx xx Xmerica Alternative Loan Trust 2004-6, Mortgage Pass-Through Certificates, except Series 2004-6, Class ___, having an initial aggregate Certificate Balance as of June 28, 2004 of $[_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated June 28, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein anx xxx otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ------------------------------------------ (Nominee) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, N.A., as Trustee, with respect to the mortgage pass-thxxxxx certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________[1] in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------------- (authorized signersigner of Banc of America Funding Corporation) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- ------------------------------------ -------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. --------------------------------------- Custodian The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- ----------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ---------------------------------- ----------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated November 26, 2002, among Banc of America Funding Corporation, as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: ----------------------------------------------- Name: --------------------------------------------- Title: -------------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 8-West New York, New York 10286 Re: Banc of America Funding Corporation, Mortgage Pass-Through Certificates, Series 2002-2, Class ___, having an initial aggregate Certificate Balance as of November 26, 2002 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated November 26, 2002, among Banc of America Funding Corporation, as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 8-West New York, New York 10286 Re: Banc of America Funding Corporation, Mortgage Pass-Through Certificates, except Series 2002-2, Class ___, having an initial aggregate Certificate Balance as of November 26, 2002 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated November 26, 2002, among Banc of America Funding Corporation, as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding Corp Mort Pass THR Cert Ser 2002-2)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- ------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] ---------------------------------------
A. Please acknowledge the execution of the above request rexxxxx by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ---------------------------------- --------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated June 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xx: Xxxx xx America Alternative Loan Trust 2005-6, Mortgage Pass-Through Certificates, Series 2005-6, Class ___, having an initial aggregate Certificate Balance as of June 28, 2005 of $_____________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxxsota 55479-0113 Atxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx America Alternative Loan Trust 2005-6, Mortgage Pass-Through Certificates, Series 2005-6, Class ___, having an initial aggregate Certificate Balance as Master Servicer of June 28, 2005 of $[__________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. -------------------------------------------- (Nominee) By: ----------------------------------------- Name: --------------------------------------- Title: --------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, N.A., as Trustee, with respect to the mortgage pass-txxxxxh certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ---------------------------- (authorized signer) Issuer: ------------------------------------ ------------------------ Address: ----------------------------------- ----------------------- ------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx -------------------------- Custodian --------- Wells Fargo Bank, N.A.] [U.S. Bank National Association] N.A. Please acknowledge the execution of the xxx above request by your signature and date below: -------------------------------- --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: -------------------------------- --------------------- ----------- Trust Administrator Custodian Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx TRUSTEE'S INITIAL CERTIFICATION Date Asset Backed Funding Corporation 214 North Tryon Street 21st Floor Charlotte, North Carolina 28255 Saxxx Xxxxxxxx Xxxxxxxx, Inc. 4708 Mercantile Drive Fort Worth, Texas 76137 Re: Pooling and Xxxxxxxxx Xxxxxxxxx (xxx "Xxxxxxx xxx Xxxxxxxng Agreement"), dated as of August 1, 2005 among Asset Backed Funding Corporation, as depositor, Saxon Mortgage Services, Inc., as Servicer, and Wells Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx XxxxxxxxN.A., Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trustas trustee, with respect to ABFC Asxxx-Xacked Certificates, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest HE2 -------------------------------------------------------------------- Ladies and Gentlemen: In connection accordance with the transfer by ________________ (the "Transferor") to ________________ (the "Transferee") Section 2.02 of the captioned mortgage pass-through certificates (the "Certificates")Pooling and Servicing Agreement, the Transferor undersigned, as Trustee, hereby certifies as follows: Neither that it has received the Transferor nor anyone acting documents listed in Section 2.01 of the Pooling and Servicing Agreement for each Mortgage File pertaining to each Mortgage Loan listed on its behalf has (a) offeredExhibits D-1 and D-2 to the Pooling and Servicing Agreement, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security subject to any person in any mannerexceptions noted on Schedule I hereto and, (b) has solicited any offer to buy or to accept a pledgebased on an examination of such documents, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner information set forth in the foregoing sentence Mortgage Loan Schedules that corresponds to items (1), (2), (3), (6), (7), (8), (10) and (22) of the Mortgage Loan Schedules accurately reflects the information in the Mortgage File. Capitalized words and phrases used herein and not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement. This Certificate is subject in all respects to the terms of Section 2.02 of the Pooling and Servicing Agreement and the Pooling and Servicing Agreement sections cross-referenced therein. WELLS FARGO BANK, N.A. as Truxxxx By: -------------------------------------- Name: Title: EXHIBIT F-2 FORM OF TRUSTEE'S FINAL CERTIFICATION [Date] Asset Backed Funding Corporation 214 North Tryon Street 21st Floor Charlotte, North Carolina 28255 Saxxx Xxxxxxxx Xxxxxxxx, Inc. 4708 Mercantile Drive Fort Worth, Texas 76137 Re: Pooling and Xxxxxxxxx Xxxxxxxxx (xxx "Xxxxxxx xxx Xxxxxxxng Agreement"), dated as of August 1, 2005, among Asset Backed Funding Corporation, as depositor, Saxon Mortgage Services, Inc., as Servicer, and Wells Fargo Bank, N.A., as trustee, with respect to ABFC Asxxx-Xacked Certificates, Series 2005-HE2 -------------------------------------------------------------------- Ladies and Gentlemen: In accordance with Section 2.02 of the Pooling and Servicing Agreement, the undersigned, as Trustee, hereby certifies that as to each Mortgage Loan listed in the Mortgage Loan Schedules attached as Exhibits D-1 and D-2 to the Pooling and Servicing Agreement (other than any CertificateMortgage Loan paid in full or listed on Schedule I hereto), it has received the applicable documents listed in Section 2.01 of the Pooling and Servicing Agreement. The Transferor will not sell or otherwise transfer undersigned hereby certifies that as to each Mortgage Loan identified on the Mortgage Loan Schedules, other than any Mortgage Loan listed on Schedule I hereto, it has reviewed the applicable documents listed in Section 2.01 of the Pooling and Servicing Agreement and has determined that each such document appears to be complete and, based on an examination of such documents, the information set forth in the Mortgage Loan Schedules is correct. Capitalized words and phrases used herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement. This Certificate is qualified in all respects by the terms of said Pooling and Servicing Agreement. WELLS FARGO BANK, N.A., as Trxxxxx By: -------------------------------------- Name: Title: EXHIBIT F-3 FORM OF RECEIPT OF MORTGAGE NOTE Asset Backed Funding Corporation 214 North Tryon Street 21st Floor Charlotte, North Carolina 28255 Xx: XXXX Xxxxx-Backed Certificates, except in compliance with Series 2005-HE2 ----------------------------------------------- Ladies and Gentlemen: Pursuant to Section 2.01 of the provisions of that certain Pooling and Servicing Agreement, dated as of April August 1, 2005, among Asset Backed Funding Corporation, as depositor, Saxon Mortgage Asset Securitization TransactionsServices, Inc. Inc., as DepositorServicer, Xxxxx and Wells Fargo Bank, N.A., as trustee, we hereby acknowledge the receipt ox xxx original Mortgage Note, or, with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note (a copy of which is attached hereto as Exhibit 1) with any exceptions thereto listed on Exhibit 2. WELLS FARGO BANK, N.A., as Trxxxxx By: -------------------------------------- Name: Title: EXHIBIT G ================================================================================ ASSET BACKED FUNDING CORPORATION as Purchaser and BANK OF AMERICA, N.A. as Master Servicer Seller MORTGAGE LOAN PURCHASE AGREEMENT Fixed Rate and Trust Administrator and U.S. Bank National Association Adjustable Rate Mortgage Loans ABFC Asset-Backed Certificates, Series 2005-HE2 Dated as Trustee (the "Pooling and Servicing Agreement")of August 1, pursuant to which Pooling and Servicing Agreement the Certificates were issued.2005 ================================================================================ TABLE OF CONTENTS
Appears in 1 contract
Samples: Pooling and Servicing Agreement (ABFC Asset-Backed Certificates, Series 2005-He2)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America, N.A.) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ___________________________ (the "Transferor") to Address:__________________________________ __________________________________________ Date:_____________________________________
X. Xlease acknowledge the execution of the above request by your signature and date below: ______________________________ ________________ Signature Date Documents returned to Custodian: _____________________________ _________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated July 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.X., as Trustee. [_______________], By: ______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.X. Xixth Street and Maxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Xxxx: Xxxxxxxxx Xrust Services - BoAMS 2005-7 Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-7, Class ___, having an initial aggregate Certificate Balance as of July 28, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.X., as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: ______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.X. Xixth Street and Maxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Xxxx: Xxxxxxxxx Xrust Services - BoAMS 2005-7 Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2005-7, Class ___, having an initial aggregate Certificate Balance as of July 28, 2005 of $[_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated July 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.X., as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ --------------------------------- Address: ----------------------------------- --------------------------------- ----------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx ------------------------------------ Custodian Wxxxx Fargo BankBank Minnesota, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated May 22, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wxxxx Fargo Bank Minnesota, National Association, as Trustee. [---------------], By: ---------------------------------- Name: -------------------------------- Title: -------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wxxxx Fargo Bank Minnesota, N.A. Sxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BOAMS 2003-4 Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2003-4, Class ___, having an initial aggregate Certificate Balance as of May 22, 2003 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security pursuant to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution Section 6.02 of the Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated May 22, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Mort Ps THR Certs Ser 2003-4)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ________________________________ (the "Transferor"authorized signer of Banc of America Funding Corporation) to Issuer:_____________________________________ Address:____________________________________ ____________________________________________ Date:_______________________________________ Custodian --------- U.S. Bank National Association Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement dated September 30, 2003, among Banc of America Funding Corporation, as Depositor, Washington Mutual Mortgage Securities Corp., as Master Servicer and Representing Party, and Wells Fargo Bank Minnesota, National Association, as Trustee. [_______________], By: _____________________________________________ Name: ___________________________________________ Title: __________________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, National Association Sixth and Marquette Mixxxxxolis, Minnesota 55479-0113 Attn: Corporate Trust Services - BAFX 0000-0 Xx: Xxxx xx Xxxrica Funding Corporation, Mortgage Pass-Through Certificates, Series 2003-3, Class ___, having an initial aggregate Certificate Balance as of September 30, 2003 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated September 30, 2003, among Banc of America Funding Corporation, as Depositor, Washington Mutual Mortgage Securities Corp., as Master Servicer and Representing Party, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, National Association Sixth and Marquette Mixxxxxolis, Minnesota 55479-0113 Attn: Corporate Trust Services - BAFX 0000-0 Xx: Xxxx xx Xxxrica Funding Corporation, Mortgage Pass-Through Certificates, except Series 2003-3, Class ___, having an initial aggregate Certificate Balance as of September 30, 2003 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated September 30, 2003, among Banc of America Funding Corporation, as Depositor, Washington Mutual Mortgage Securities Corp., as Master Servicer and Representing Party, and Wells Fargo Bank Minnesota, National Association, as Trustee All capitaxxxxx terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding MTG Pass Thru Certs Ser 2003-3)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Bank of America Mortgage Securities, Inc.) to Issuer:___________________________________ Address:__________________________________ Date:_____________________________________ Custodian The Bank of New York Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated March 27, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: _____________________________________ Name: ___________________________________ Title: __________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2001-3, Class ___, having an initial aggregate Certificate Balance as of March 27, 2001 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated March 27, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2001-3, Class ___, having an initial aggregate Certificate Balance as of March 27, 2001 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated March 27, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2001-3)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------- (authorized signer) Issuer: ------------------------------------ -------------------------------- Address: ----------------------------------- ------------------------------- ------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [---------------------------------- Custodian Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] N.A. Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Please acknowledge the execution of the above request by your signature and date below: ------------------------------------- ------------------------------ Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ------------------------------------- ------------------------------ Custodian Date EXHIBIT F-1 E-1 FORM OF TRANSFEROR REPRESENTATION TRANSFEREE'S LETTER [DateDATE] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 ReAttention: MASTR Corporate Trust Services - Xxxxxxx Xxxxx Alternative Note Asset Backed Securities Trust, Series 20052007-HE1A2 Ladies and Gentlemen: We propose to purchase Xxxxxxx Xxxxx Alternative Note Asset Trust, Series 2007-A2 Mortgage Pass-Through Certificates, Class ___R, representing A ___% CLASS ___ Percentage Interest Ladies described in the Prospectus Supplement, dated March 28, 2007, and Gentlemen: In connection with the transfer by ________________ Prospectus, dated March 22, 2007. Capitalized terms used but not defined herein shall have the meanings assigned to them in the Pooling and Servicing Agreement, dated March 1, 2007 relating to this issuance of the Xxxxxxx Xxxxx Alternative Note Asset Trust, Series 2007-A2 Mortgage Pass-Through Certificates (the "TransferorPooling and servicing Agreement").
1. We certify that (a) to ________________ we are not a disqualified organization and (b) we are not purchasing such Class R Certificate on behalf of a disqualified organization; for this purpose the term "Transferee"disqualified organization" means the United States, any state or political subdivision thereof, any foreign government, any international organization, any agency or instrumentality of any of the foregoing (except any entity treated as other than an instrumentality of the foregoing for purposes of Section 168(h)(2)(D) of the captioned mortgage pass-through certificates (the "Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed Internal Revenue Code of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 19331986, as amended (the "1933 ActCode")), or would render the disposition of any Certificate organization (other than a violation of cooperative described in Section 5 521 of the 1933 Act or Code) that is exempt from taxation under the Code (unless such organization is subject to tax on excess inclusions) and any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, organization that is described in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any Section 1381(a)(2)(C) of the Certificates, except in compliance with the provisions Code. We understand that any breach by us of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee (the "Pooling and Servicing Agreement"), pursuant this certification may cause us to which Pooling and Servicing Agreement the Certificates were issuedbe liable for an excise tax imposed upon transfers to disqualified organizations.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-A2)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- :_________________________________________ (authorized signersigner of Banc of America Funding Corporation) Issuer: ------------------------------------ :_____________________________________ Address: ----------------------------------- :____________________________________ ____________________________________________ Date: -------------------------------------- :_______________________________________ Custodian --------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Wells Fargo Bank, N.A.] [U.S. Bank National Association] [Wachovia Bank, Xxxional Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ___________________________ (the "Transferor") to ________________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated November 29, 2004, among Banc of America Funding Corporation, as Depositor, Washington Mutual Mortgage Securities Corp., as WMMSC Master Servicer and Representing Party, Wells Fargo Bank, N.A., as Securities Administrator and WF Master Servixxx, and Wachovia Bank, National Association, as Trustee. [_______________], By: _________________________________________ Name: _______________________________________ Title: ______________________________________ EXHIBIT G-1 FORM OF TRANSFEROR'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth and Marquette Minneapolis, Minnesota 55479-0000 Re: Banc of America Funding Xxxxxxxxxxx, Xxxxxxxx Xxxx-Xxxxxxh Certificates, Series 2004-4, Class ___, having an initial aggregate Certificate Balance as of November 29, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated November 29, 2004, among Banc of America Funding Corporation, as Depositor, Washington Mutual Mortgage Securities Corp., as WMMSC Master Servicer and Representing Party, Wells Fargo Bank, N.A., as Securities Administrator and WF Master Servixxx, and Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM 1 OF TRANSFEREE'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth and Marquette Minneapolis, Minnesota 55479-0000 Re: Banc of America Funding Xxxxxxxxxxx, Xxxxxxxx Xxxx-Xxxxxxh Certificates, Series 2004-4, Class ___, having an initial aggregate Certificate Balance as Master Servicer of November 29, 2004 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated November 29, 2004, among Banc of America Funding Corporation, as Depositor, Washington Mutual Mortgage Securities Corp., as WMMSC Master Servicer and Representing Party, Wells Fargo Bank, N.A., as Securities Administrator and WF Master Servixxx, and Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- ------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx ------------------------------------- Custodian --------- Wells Fargo BankBank Minnesota, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution xxxxution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated December 23, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. [---------------], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, N.A. Sixth Street and Marquette Avenue Minnxxxxxis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2003-L, Class ___, having an initial aggregate Certificate Balance as of December 23, 2003 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated December 23, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, -------------------------------------------- (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, N.A. Sixth Street and Marquette Avenue Minnxxxxxis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2003-L, Class ___, having an initial aggregate Certificate Balance as of December 23, 2003 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated December 23, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Mort Pas THR Certs Ser 2003 L)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America, National Association) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] -------------------------------------
A. Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated January 27, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. [---------------], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Minnesota 55479-0113 Attn: Corporate Trust Services - BOAMS 2006-A Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2006-A, Class ___, having an initial aggregate Certificate Balance as of January 27, 2006 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated January 27, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Minnesota 55479-0113 Attn: Corporate Trust Services - BOAMS 2006-A Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2006-A, Class ___, having an initial aggregate Certificate Balance as Master Servicer of January 27, 2006 of $_________ Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated January 27, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ------------------------------------------ (Nominee) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, N.A., as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
(1) Transferee must own and/or invest on a discretionary basis at least $100,000,000 in securities unless Transferee is a dealer, and, in that case, Transferee must own and/or invest on a discretionary basis at least $10,000,000 in securities.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mortgage 2006-a Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of applicable Servicer) to Issuer:__________________________________ Address:_________________________________ _________________________________________ Date:____________________________________ Custodian --------- Wachovia Bank, National Association Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated June 30, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator, xxx Wachovia Bank, National Association, as Trustee. [_______________], By: ______________________________________________ Name: ____________________________________________ Title: ___________________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479 Attentixx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xx America Funding Corporation, Mortgage Pass-Through Certificates, Series 2005-E, Class ___, having an initial aggregate Certificate Balance as of June 30, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 30, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator, xxx Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479 Attentixx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xx America Funding Corporation, Mortgage Pass-Through Certificates, Series 2005-E, Class ___, having an initial aggregate Certificate Balance as Master Servicer of June 30, 2005 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated June 30, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator, xxx Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding Corp. 2005-E Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ------------------------------------ (authorized signersigner of Bank of America, National Association) Issuer: ------------------------------------ --------------------------------- Address: ----------------------------------- ------------------------------- --------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx ---------------------------------- Custodian --------- Wells Fargo Bank, N.A.] [U.S. Bank National Association] N.A. Please acknowledge the execution of the above request xxxxest by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated October 30, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. [---------------], By: ---------------------------------------------- Name: --------------------------------------------- Title: -------------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Axxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xmerica Alternative Loan Trust 2006-8, Mortgage Pass-Through Certificates, Series 2006-8, Class ___, having an initial aggregate Certificate Balance as of October 30, 2006 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated October 30, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Axxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xmerica Alternative Loan Trust 2006-8, Mortgage Pass-Through Certificates, Series 2006-8, Class ___, having an initial aggregate Certificate Balance as Master Servicer of October 30, 2006 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated October 30, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. -------------------------------------------- (Nominee) By: ----------------------------------------- Name: --------------------------------------- Title: --------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, N.A., as Trustee, with respect to the mortgage pass-xxxxugh certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Alternative Loan Trust 2006-8)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Banc of America Mortgage Securities, Inc.) to Issuer:__________________________________ Address:_________________________________ _________________________________________ Date:____________________________________ Custodian --------- Wells Fargo Bank, N.A. Please acknowledge the execution of the above rxxxxxt by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated December 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By:______________________________ Name:____________________________ Title:___________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-00 Xx: Xxxx xx Xxerica Alternative Loan Trust 2004-12, Mortgage Pass-Through Certificates, Series 2004-12, Class ___, having an initial aggregate Certificate Balance as of December 29, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated December 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ________________________________________ (Transferor) By:_____________________________________ Name:___________________________________ Title:__________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-00 Xx: Xxxx xx Xxerica Alternative Loan Trust 2004-12, Mortgage Pass-Through Certificates, Series 2004-12, Class ___, having an initial aggregate Certificate Balance as Master Servicer of December 29, 2004 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated December 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _________________________________ (the "Transferor"authorized signer of Bank of America, National Association) to Issuer:_____________________________________ Address:____________________________________ ____________________________________________ Date:_______________________________________ Custodian LaSalle Bank National Association Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated January 28, 2008, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, LaSalle Bank National Association, as Securities Administrator and U.S. Bank National Association, as Trustee. [_______________], By:_______________________________________________ Name:_____________________________________________ Title:____________________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] LaSalle Bank National Association 135 South LaSalle Street, Suite 1511 Chicago, Illinois, 60603 Attn: BOXXX 0000-X Xx: Xxxx xx Xxxxxxx Xxxxxxxx 0000-X Xxxxx, Mortgage Pass-Through Certificates, Series 2008-A, Class ___, having an initial aggregate Certificate Balance as of January 28, 2008 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated January 28, 2008, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, LaSalle Bank National Association, as Securities Administrator and U.S. Bank National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] LaSalle Bank National Association 135 South LaSalle Street, Suite 1511 Chicago, Illinois, 60603 Attn: BOXXX 0000-X Xx: Xxxx xx Xxxxxxx Xxxxxxxx 0000-X Xxxxx, Mortgage Pass-Through Certificates, except Series 2008-A, Class ___, having an initial aggregate Certificate Balance as of January 28, 2008 of $[_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated January 28, 2008, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, LaSalle Bank National Association, as Securities Administrator and U.S. Bank National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mortgage 2008-a Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx ------------------------------------- Custodian --------- Wells Fargo BankBank Minnesota, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution xxxxution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class [___, representing A ___% CLASS ___ Percentage Interest Ladies _______] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and GentlemenServicing Agreement, dated October 27, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. [_______________], By: In connection with the transfer by ______________________________________ (the "Transferor") to Name: ____________________________________ Title: ___________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, National Association Sixth Street and Marquxxxx Avenue Minneapolis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xxerica Alternative Loan Trust 2003-9, Mortgage Pass-Through Certificates, Series 2003-9, Class ___, having an initial aggregate Certificate Balance as of October 27, 2003 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated October 27, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, __________________________________________ (Transferor) By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, National Association Sixth Street and Marquxxxx Avenue Minneapolis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xxerica Alternative Loan Trust 2003-9, Mortgage Pass-Through Certificates, except Series 2003-9, Class ___, having an initial aggregate Certificate Balance as of October 27, 2003 of $[_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated October 27, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Alternative Loan Trust Ser 2003 9)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Bank of America Mortgage Securities, Inc.) to Issuer:___________________________________ Address:__________________________________ __________________________________________ Date:_____________________________________ Custodian --------- The Bank of New York Please acknowledge the execution of the above request by your signature and date below: ____________________________________ ________________ Signature Date Documents returned to Custodian: ____________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated May 25, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [____________________], By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2000-3, Class ___, having an initial aggregate Certificate Balance as of May 25, 2000 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated May 25, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ____________________________________________ (Transferor) By:________________________________________ Name:______________________________________ Title:_____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2000-3, Class ___, having an initial aggregate Certificate Balance as of May 25, 2000 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated May 25, 2000, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ____________________________________________ (Transferor) By:________________________________________ Name:______________________________________ Title:_____________________________________ Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ____________________________________________ (Nominee) By:_________________________________________ Name:_______________________________________ Title:______________________________________ ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and The Bank of New York, as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
(1) Transferee must own and/or invest on a discretionary basis at least $100,000,000 in securities unless Transferee is a dealer, and, in that case, Transferee must own and/or invest on a discretionary basis at least $10,000,000 in securities.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2000-3)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Banc of America Funding Corporation) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo ------------------------------------- Custodian --------- Wachovia Bank, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated July 30, 2003, among Banc of America Funding Corporation, as Depositor, Xxxxx Fargo Bank Minnesota, National Association, as Master Servicer, Xxxxx Fargo Bank Minnesota, National Association, as Securities Administrator, and Wachovia Bank, National Association, as Trustee. [_______________], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank Minnesota, National Association Sixth and Marquette Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BAFC 2003-2 Re: Banc of America Funding Corporation, Mortgage Pass-Through Certificates, Series 2003-2, Class ___, having an initial aggregate Certificate Balance as of July 30, 2003 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 30, 2003, among Banc of America Funding Corporation, as Depositor, Xxxxx Fargo Bank Minnesota, National Association, as Master Servicer, Xxxxx Fargo Bank Minnesota, National Association, as Securities Administrator, and Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank Minnesota, National Association Sixth and Marquette Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BAFC 2003-2 Re: Banc of America Funding Corporation, Mortgage Pass-Through Certificates, except Series 2003-2, Class ___, having an initial aggregate Certificate Balance as of July 30, 2003 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated July 30, 2003, among Banc of America Funding Corporation, as Depositor, Xxxxx Fargo Bank Minnesota, National Association, as Master Servicer, Xxxxx Fargo Bank Minnesota, National Association, as Securities Administrator, and Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of American Funding Corp Mort Pass Thru Cert Ser 2003-2)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ________________________________ (the "Transferor"authorized signer of Bank of America Mortgage Securities, Inc.) to Issuer: ____________________________________ Address: ___________________________________ ____________________________________________ Date: ______________________________________ Custodian The Bank of New York Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated September 23, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: ______________________________________ Name: ____________________________________ Title: ___________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 1999-11, Class ___, having an initial aggregate Certificate Balance as of September 23, 1999 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated September 23, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ____________________________________________ (Transferor) By: ________________________________________ Name: ______________________________________ Title: _____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 1999-11, Class ___, having an initial aggregate Certificate Balance as of September 23, 1999 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated September 23, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pas Thru Cert Ser 1999-11)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ------------------------------------- (authorized signersigner of Servicer) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- ------------------------------------- ------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx ------------------------------------- Custodian Wells Fargo Bank, N.A.] [U.S. Bank National Association] N.A. Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- ----------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated May 31, 2006, among Banc of America Funding Corporation, as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By: ------------------------------- Name: ------------------------------- Title: ------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Minnesota 55479-0113 Attention: Corporate Trust Services - BAFC 2006-E Re: Banc of America Funding Corporation, Mortgage Pass-Through Certificates, Series 2006-E, Class ___, having an initial aggregate Certificate Balance as of May 31, 2006 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated May 31, 2006, among Banc of America Funding Corporation, as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. G-1-1 Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ---------------------------------------- (Transferor) By: ---------------------------------------- Name: ---------------------------------------- Title: ---------------------------------------- EXHIBIT G-2A FORM 1 OF TRANSFEREE'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Minnesota 55479-0113 Attention: Corporate Trust Services - BAFC 2006-E Re: Banc of America Funding Corporation, Mortgage Pass-Through Certificates, Series 2006-E, Class ___, having an initial aggregate Certificate Balance as Master Servicer of May 31, 2006 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated May 31, 2006, among Banc of America Funding Corporation, as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding 2006-E Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ---------------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ------------------------------------------- Address: ----------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. --------------------------------------------- Custodian The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") Pooling and Servicing Agreement, dated July 24, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [ ], --------------- By: --------------------------------------------- Name: ------------------------------------------- Title: ------------------------------------------ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2001-8, Class ___, having an initial aggregate Certificate Balance as of July 24, 2001 of $----------- Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security pursuant to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution Section 6.02 of the Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated July 24, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2001-8)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------------- (authorized signersigner of BA Residential Securities, Inc.) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- ------------------------------------ -------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] --------------------------------------- Custodian ------------------------ Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank[_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxxdated , Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust200 , Series 2005-HE1among BA Residential Securities, Mortgage Pass-Through CertificatesInc., Class as Depositor, Bank of America, N.A., as Servicer, and ____________________, representing A as Trustee. [___% CLASS ___ Percentage Interest Ladies and Gentlemen____________], By: In connection with the transfer by ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] ______________________ (the "Transferor") to ______________________ ______________________ Re: BA Residential Securities, Inc., Mortgage Pass-Through Certificates, Series 200 - , Class ___, having an initial aggregate Certificate Balance as of , 200 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated , 200 , among BA Residential Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and ____________________, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] ______________________ ______________________ ______________________ Re: BA Residential Securities, Inc., Mortgage Pass-Through Certificates, except Series 200 - , Class ___, having an initial aggregate Certificate Balance as of , 200 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated , 200 , among BA Residential Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and ___________________, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issued.be registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: --------------------------------------
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Ba Residential Securities Inc)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------------- (authorized signersigner of Bank of America, National Association) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] ------------------------------------
A. Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated March 29, 2007, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Xxxxx Fargo Bank, N.A., as Trustee. [________________], By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank, N.A. Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BoALT 2007-1 Re: Banc of America Alternative Loan Trust 2007-1, Mortgage Pass-Through Certificates, Series 2007-1, Class ___, having an initial aggregate Certificate Balance as of March 29, 2007 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated March 29, 2007, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Xxxxx Fargo Bank, N.A., as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, ----------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank, N.A. Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BoALT 2007-1 Re: Banc of America Alternative Loan Trust 2007-1, Mortgage Pass-Through Certificates, Series 2007-1, Class ___, having an initial aggregate Certificate Balance as Master Servicer of March 29, 2007 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated March 29, 2007, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Xxxxx Fargo Bank, N.A., as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ----------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ----------------------------------------- (Nominee) By: ----------------------------------------- Name: --------------------------------------- Title: --------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Xxxxx Fargo Bank, N.A., as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Alternative Loan Trust 2007-1)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _____________________________ (the "Transferor"authorized signer of Bank of America, National Association) to Issuer: _________________________________ Address: ________________________________ _________________________________________ Date: ___________________________________ Custodian Wells Fargo Bank, N.A. Please acknowledge the execution of the above xxxxxst by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated June 29, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. [________________], By: ___________________________________ Name: _________________________________ Title: ________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Axxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx America Alternative Loan Trust 2006-6, Mortgage Pass-Through Certificates, Series 2006-6, Class ___, having an initial aggregate Certificate Balance as of June 29, 2006 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 29, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ____________________________________________ (Transferor) By: ________________________________________ Name: ______________________________________ Title: _____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Axxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx America Alternative Loan Trust 2006-6, Mortgage Pass-Through Certificates, Series 2006-6, Class ___, having an initial aggregate Certificate Balance as Master Servicer of June 29, 2006 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 29, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ____________________________________________ (Transferor) By: ________________________________________ Name: ______________________________________ Title: _____________________________________ Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ____________________________________________ (Nominee) By: ________________________________________ Name: ______________________________________ Title: _____________________________________ ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, N.A., as Trustee, with respect to the mortgage pass-xxxxugh certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Alternative Loan Trust 2006-6)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Banc of America Mortgage Securities, Inc.) to Issuer:___________________________________ Address:__________________________________ __________________________________________ Date:_____________________________________ Custodian Xxxxx Fargo Bank Minnesota, National Association Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated August 27, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. [_______________], By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank Minnesota, N.A. Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BoALT 2003-7 Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2003-7, Class ___, having an initial aggregate Certificate Balance as of August 27, 2003 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated August 27, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, __________________________________________ (Transferor) By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank Minnesota, N.A. Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BoALT 2003-7 Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2003-7, Class ___, having an initial aggregate Certificate Balance as of August 27, 2003 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated August 27, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Mort Pass THR Certs Ser 2003 7)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------------- (authorized signersigner of Bank of America, National Association) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- ------------------------------------ -------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo --------------------------------------- Custodian Wachovia Bank, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT October 28, 2005 [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated October 28, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Servicer, xxx Wachovia Bank, National Association, as Trustee. [_______________], By: ----------------------------------------------- Name: --------------------------------------------- Title: -------------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES October 28, 2005 Wells Fargo Bank, N.A. Sixth and Marquette Minneapolis, Minnesota 55479-0000 Re: Banc of America Funxxxx Xxxxxxxxxxx, Xxxxxxxx Pass-Through Certificates, Series 2005-6, Class ___, having an initial aggregate Certificate Balance as of October 28, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated October 28, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Servicer, xxx Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement-------------------------------------------------- (Transferor) By: ----------------------------------------------- Name: --------------------------------------------- Title: -------------------------------------------- EXHIBIT G-2A FORM 1 OF TRANSFEREE'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES October 28, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx 2005 Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Xx: Xxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxxx, Xxxxxxxx Xxxx-Xxxxxxh Certificates, Series 2005-6, Class ___, having an initial aggregate Certificate Balance as Master Servicer of October 28, 2005 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated October 28, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Servicer, xxx Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding Corp. 2005-6 Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Bank of America Mortgage Securities, Inc.) to Issuer:___________________________________ Address:__________________________________ __________________________________________ Date:_____________________________________ Custodian --------- The Bank of New York Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated August 27, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 8W New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-8, Class ___, having an initial aggregate Certificate Balance as of August 27, 2002 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated August 27, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, __________________________________________ (Transferor) By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 8W New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2002-8, Class ___, having an initial aggregate Certificate Balance as of August 27, 2002 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated August 27, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mortgage Sec Inc Mor Ps THR Cer Ser 2002-8)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- --------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Custodian ---------- The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated May 23, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [---------------], By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-D, Class ___, having an initial aggregate Certificate Balance as of May 23, 2002 of $____________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated May 23, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------ (Transferor) By: --------------------------------- Name: ------------------------------- Title: ------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2002-D, Class ___, having an initial aggregate Certificate Balance as of May 23, 2002 of $___________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated May 23, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2002 D)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America, National Association) Issuer: ------------------------------------ ---------------------------------- Address: ----------------------------------- --------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] ------------------------------------ Custodian
A. Please acknowledge the execution of the above request xxxxxst by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by __________________________ (the "Transferor") _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated May 30, 2007, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By: ---------------------------------------- Name: -------------------------------------- Title: ------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Axxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xmerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2007-2 Class ___, having an initial aggregate Certificate Balance as of May 30, 2007 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated May 30, 2007, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Axxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xmerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2007-2, Class ___, having an initial aggregate Certificate Balance as Master Servicer of May 30, 2007 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated May 30, 2007, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Alternative Loan Trust 2007-2)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- ------------------------------------ -------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx --------------------------------------- Custodian Wells Fargo Bank, N.A.] [U.S. Bank National Association] N.A. Please acknowledge the execution of the above request rexxxxx by your signature and date below: --------------------- ----------- ---------------------------------- ---------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ---------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated May 27, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xxxrica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-5, Class ___, having an initial aggregate Certificate Balance as of May 27, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated May 27, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- Transferor By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xxxrica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-5, Class ___, having an initial aggregate Certificate Balance as Master Servicer of May 27, 2004 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated May 27, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx ------------------------------------- Custodian --------- Wells Fargo BankBank Minnesota, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution xxxxution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated October 23, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. [_______________], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, N.A. Sixth Street and Marquette Avenue Minnxxxxxis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-0 Xx: Xxxx xx Xxxrica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2003-8, Class ___, having an initial aggregate Certificate Balance as of October 23, 2003 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated October 23, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, N.A. Sixth Street and Marquette Avenue Minnxxxxxis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-0 Xx: Xxxx xx Xxxrica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2003-8, Class ___, having an initial aggregate Certificate Balance as of October 23, 2003 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated October 23, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ------------------------------------------ (Nominee) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank Minnesota, National Association, as Trustee, with respxxx xo the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
(1) Transferee must own and/or invest on a discretionary basis at least $100,000,000 in securities unless Transferee is a dealer, and, in that case, Transferee must own and/or invest on a discretionary basis at least $10,000,000 in securities.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Mort Pass THR Certs Ser 2003-8)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------- (authorized signersigner of Wachovia Asset Securitization, Inc.) Issuer: ------------------------------------ -------------------------------- Address: ----------------------------------- ------------------------------- Date: -------------------------------------- ---------------------------------- Custodian --------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National AssociationTrustee] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class [___, representing A ___% CLASS ___ Percentage Interest Ladies _______] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Gentlemen: In connection with the transfer by Servicing Agreement, dated , 200 , among Wachovia Asset Securitization, Inc., as Depositor, , as Servicer, and , as Trustee. [ ], By:________________________________ (the "Transferor") to Name:______________________________ Title:_____________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] [Trustee] [ ] [ ] Re: Wachovia Asset Securitization, Inc., Mortgage Pass-Through Certificates, Series 200 - , Class ___, having an initial aggregate Certificate Balance as of , 200 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated , 200 , among Wachovia Asset Securitization, Inc., as Depositor, , as Servicer, and , as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, -------------------------------------- (Transferor) By:____________________________________ Name:__________________________________ Title:_________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] [Trustee] [ ] [ ] Re: Wachovia Asset Securitization, Inc., Mortgage Pass-Through Certificates, except Series 200 - , Class ___, having an initial aggregate Certificate Balance as of , 200 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated , 200 , among Wachovia Asset Securitization, Inc., as Depositor, , as Servicer, and , as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------------- (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ____________________________________________ (Nominee) By:_________________________________________ Name:_______________________________________ Title:______________________________________ ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and , as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Wachovia Asset Securitization Inc)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Banc of America Mortgage Securities, Inc.) to Issuer:__________________________________ Address:_________________________________ _________________________________________ Date:____________________________________ Custodian --------- Wells Fargo Bank, N.A. Please acknowledge the execution of the above rxxxxxt by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated February 25, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By: _____________________________________________ Name: ___________________________________________ Title: __________________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-B, Class ___, having an initial aggregate Certificate Balance as of February 25, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated February 25, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-B, Class ___, having an initial aggregate Certificate Balance as Master Servicer of February 25, 2005 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated February 25, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. ------------------------------------- Custodian --------- The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- ------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- -------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated May 29, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 00 Xxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2001-B, Class ___, having an initial aggregate Certificate Balance as of May 29, 2001 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated May 29, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 00 Xxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2001-B, Class ___, having an initial aggregate Certificate Balance as of May 29, 2001 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated May 29, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ------------------------------------------ (Nominee) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and The Bank of New York, as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Secs Mort Pass Thru Certs Sers 2001 B)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- --------------------------------------- (authorized signersigner of Bank of America, N.A.) Issuer: ------------------------------------ Address: ----------------------------------- ------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] --------------------------------------
A. Please acknowledge the execution of the above request rexxxxx by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated June 28, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, Wells Fargo Bank, N.A., as Securities Administrator, and Wachovia Bank, Xxxxonal Association, as Trustee. [---------------], By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-F, Class ___, having an initial aggregate Certificate Balance as of June 28, 2004 of $___________ (----------------------------------------------------------------- Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 28, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, Wells Fargo Bank, N.A., as Securities Administrator, and Wachovia Bank, Xxxxonal Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ------------------------------------ (Transferor) By: --------------------------------- Name: ------------------------------- Title: ------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-F, Class ___, having an initial aggregate Certificate Balance as Master Servicer of June 28, 2004 of $---------] ---------------------------------------------------------------- Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated June 28, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, Wells Fargo Bank, N.A., as Securities Administrator, and Wachovia Bank, Xxxxonal Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- By:------------------------------------ (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _________________________ (the "Transferor") to Address:________________________________ ________________________________________ Date:___________________________________ Custodian --------- The Bank of New York Please acknowledge the execution of the above request by your signature and date below: ---------------------------------- --------------- Signature Date Documents returned to Custodian: ----------------------------------- ---------------- Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated August 26, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [---------------], By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 1999-10, Class ___, having an initial aggregate Certificate Balance as of August 26, 1999 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated August 26, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, -------------------------------------------- (Transferor) By: Name: Title: EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 1999-10, Class ___, having an initial aggregate Certificate Balance as of August 26, 1999 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated August 26, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 1999-10)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Banc of America Mortgage Securities, Inc.) to Issuer:__________________________________ Address:_________________________________ _________________________________________ Date:____________________________________ Custodian Wells Fargo Bank Minnesota, National Association Please acknowledge the xxxxution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated December 23, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. [_______________], By: ________________________________________ Name: ______________________________________ Title: _____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, National Association Sixth Street and Marquxxxx Avenue Minneapolis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-00 Xx: Xxxx xx Xmerica Alternative Loan Trust 2003-11, Mortgage Pass-Through Certificates, Series 2003-11, Class ___, having an initial aggregate Certificate Balance as of December 23, 2003 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated December 23, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, National Association Sixth Street and Marquxxxx Avenue Minneapolis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-00 Xx: Xxxx xx Xmerica Alternative Loan Trust 2003-11, Mortgage Pass-Through Certificates, except Series 2003-11, Class ___, having an initial aggregate Certificate Balance as of December 23, 2003 of $[_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated December 23, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Alternative Loan Trust 2003 11)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of National City Mortgage Co.) to Issuer:__________________________________ Address:_________________________________ _________________________________________ Date:____________________________________ Custodian Wells Fargo Bank, N.A. Please acknowledge the execution of the above xxxxest by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated February 28, 2008, among National City Mortgage Capital LLC, as Depositor, National City Mortgage Co., as Servicer and Mortgage Loan Seller, and Wells Fargo Bank, N.A., as Trustee. [_______________], By:______________________________________________ Name:____________________________________________ Title:___________________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Axxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-0 Xx: Xxxxxxxx Xity Mortgage Capital Trust 2008-1, Mortgage Pass-Through Certificates, Xxxxxx 0000-0, Xxxxx ___, having an initial aggregate Certificate Balance as of February 28, 2008 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated February 28, 2008, among National City Mortgage Capital LLC, as Depositor, National City Mortgage Co., as Servicer and Mortgage Loan Seller, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx __________________________________________ (Transferor) By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Axxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-0 Xx: Xxxxxxxx Xity Mortgage Capital Trust 2008-1, Mortgage Pass-Through Certificates, Xxxxxx 0000-0, Xxxxx ___, having an initial aggregate Certificate Balance as Master Servicer of February 28, 2008 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated February 28, 2008, among National City Mortgage Capital LLC, as Depositor, National City Mortgage Co., as Servicer and Mortgage Loan Seller, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (National City Mortgage Capital Trust 2008-1)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Banc of America Mortgage Securities, Inc.) to Issuer:__________________________________ Address:_________________________________ _________________________________________ Date:____________________________________
A. Please acknowledge the execution of the above rexxxxx by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated August 26, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By:____________________________________ Name:__________________________________ Title:_________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xx: Xxxx xx Xxxrica Alternative Loan Trust 2004-8, Mortgage Pass-Through Certificates, Series 2004-8, Class ___, having an initial aggregate Certificate Balance as of August 26, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated August 26, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM 1 OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xxxrica Alternative Loan Trust 2004-8, Mortgage Pass-Through Certificates, Series 2004-8, Class ___, having an initial aggregate Certificate Balance as Master Servicer of August 26, 2004 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated August 26, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- --------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ---------------------------------- Address: ----------------------------------- --------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. ------------------------------------ Custodian The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- ---------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ---------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated January 24, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: -------------------------------------- Name: ------------------------------------ Title: ----------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-1, Class ___, having an initial aggregate Certificate Balance as of January 24, 2002 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated January 24, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, -------------------------------------------- (Transferor) By: ---------------------------------------- Name: -------------------------------------- Title: ------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2002-1, Class ___, having an initial aggregate Certificate Balance as of January 24, 2002 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated January 24, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------------- (Transferor) By: ---------------------------------------- Name: -------------------------------------- Title: ------------------------------------- Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. -------------------------------------------- (Nominee) By: ---------------------------------------- Name: -------------------------------------- Title: -------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and The Bank of New York, as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________1 in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below. 1 Transferee must own and/or invest on a discretionary basis at least $100,000,000 in securities unless Transferee is a dealer, and, in that case, Transferee must own and/or invest on a discretionary basis at least $10,000,000 in securities.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2002-1)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ---------------------------------------------- (authorized signersigner of Servicer) Issuer: ------------------------------------ ------------------------------------------ Address: ----------------------------------- ----------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [-------------------------------------------- Custodian U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT February 27, 2007 [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated February 27, 2007, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Sxxxxxer, and U.S. Bank National Association, as Trustee. [---------------], By: --------------------------------------------------- Name: ------------------------------------------------- Title: ------------------------------------------------ EXHIBIT G-1 FORM OF TRANSFEROR'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxxsota 55479-0113 Atxxxxxxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-0 Xx: Xxxx xx Xxxxxca Funding Corporation, Mortgage Pass-Through Certificates, Series 2007-2, Class ___, having an initial aggregate Certificate Balance as of February 27, 2007 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated February 27, 2007, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Servxxxx, and U.S. Bank National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ------------------------------------------------- (Transferor) By: --------------------------------------------- Name: ------------------------------------------- Title: ------------------------------------------- EXHIBIT G-2A FORM 1 OF TRANSFEREE'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxxsota 55479-0113 Atxxxxxxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-0 Xx: Xxxx xf America Funding Corporation, Mortgage Pass-Through Certificates, Series 2007-2, Class ___, having an initial aggregate Certificate Balance as Master Servicer of February 27, 2007 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated February 27, 2007, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Sxxxxxer, and U.S. Bank National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding 2007-2 Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________ (the "Transferor") to Address:_____________________________ _____________________________________ Date:________________________________ Custodian --------- Wells Fargo Bank, N.A. Please acknowledge the execution of the above rxxxxxt by your signature and date below: ---------------------------------- --------------- Signature Date Documents returned to Custodian: ----------------------------------- ---------------- Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated July 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_____________________________], By: --------------------------------- Name: ------------------------------- Title: ------------------------------ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Atxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxxxxxx Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-G, Class ___, having an initial aggregate Certificate Balance as of July 28, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ------------------------------------- (Transferor) By: --------------------------------- Name: ------------------------------- Title: ------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Atxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-G, Class ___, having an initial aggregate Certificate Balance as Master Servicer of July 28, 2005 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated July 28, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America, National Association) Issuer: ------------------------------------ Address: ----------------------------------- ------------------------------------ ------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx ------------------------------------- Custodian Wells Fargo Bank, N.A.] [U.S. Bank National Association] N.A. Please acknowledge the execution of the above request xxxxest by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated May 25, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By: ------------------------------ Name: ---------------------------- Title: --------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Axxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xmerica Alternative Loan Trust 2006-5, Mortgage Pass-Through Certificates, Series 2006-5, Class ___, having an initial aggregate Certificate Balance as of May 25, 2006 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated May 25, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Axxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx Xmerica Alternative Loan Trust 2006-5, Mortgage Pass-Through Certificates, Series 2006-5, Class ___, having an initial aggregate Certificate Balance as Master Servicer of May 25, 2006 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated May 25, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------------- (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. -------------------------------------------- (Nominee) By:_________________________________________ Name:_______________________________________ Title:______________________________________ ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, N.A., as Trustee, with respect to the mortgage pass-xxxxugh certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Alternative Loan Trust 2006-5)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ------------------------------------ (authorized signersigner of Bank of America, National Association) Issuer: ------------------------------------ --------------------------------- Address: ----------------------------------- -------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo ----------------------------------- Custodian Wachovia Bank, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT September 29, 2005 [Date_______________] Xxxxx hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated September 29, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx XxxxxxxxN.A., Xxxxxxxx 00000 Re: MASTR Asset Backed as Securities TrustAdministrator and Master Servicer, Series 2005-HE1xxx Wachovia Bank, Mortgage Pass-Through CertificatesNational Association, Class as Trustee. [___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen_______], By: In connection with the transfer by ___________________________________ (the "Transferor") to Name: _________________________________ Title: ________________________________ EXHIBIT G-1 FORM OF TRANSFEROR'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES September 29, 2005 Wells Fargo Bank, N.A. Sixth and Marquette Minneapolis, Minnesota 55479-0000 Re: Banc of America Fuxxxxx Xxxxxxxxxxx, Xxxxxxxx Xxxx-Through Certificates, Series 2005-5, Class ___, having an initial aggregate Certificate Balance as of September 29, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated September 29, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Servicer, xxx Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement________________________________________ (Transferor) By:_____________________________________ Name:___________________________________ Title:__________________________________ EXHIBIT G-2A FORM 1 OF TRANSFEREE'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES September 29, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx 2005 Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Xx: Xxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxxx, Xxxxxxxx Xxxx-Xxxxxxx Certificates, Series 2005-5, Class ___, having an initial aggregate Certificate Balance as Master Servicer of September 29, 2005 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated September 29, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Servicer, xxx Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding Corp. 2005-5 Trust)
Nonliquidation Reason. Address to which Trust Administrator Trustee should deliver the Trust AdministratorTrustee's Mortgage File: _____________________________________________________ _____________________________________________________ By: ---------------------------------------- :_________________________________________ (authorized signer) Issuer: ------------------------------------ :_____________________________________ Address: ----------------------------------- :____________________________________ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. :_______________________________________ TRUSTEE Deutsche Bank National Association] Trust Company Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ______________________________ __________________________ Signature Date Documents returned to [Trust Administrator][Trustee]Trustee: --------------------- ----------- Trust Administrator ______________________________ __________________________ Trustee Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [DateDATED] Xxxxx Fargo BankDeutsche Bank National Trust Company 1761 East St. Andrew Place Saxxx Xxx, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Xxxxxxxxxx 00000-4934 Re: MASTR Asset Argent Securities Inc., Asset-Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Series 2003-W8, Class [CE] [P] [R] [R-X], [representing a % Percentage Interest] [with an aggregate Certificate Principal Balance OF ___, representing A __] [With a Notional Amount of ___% CLASS ___ Percentage Interest _] ---------------------------------------------------- Ladies and Gentlemen: In connection with the transfer by ________________ (the "Transferor") to ________________ (the "Transferee") of the captioned mortgage pass-through certificates (the "Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April December 1, 20052003, among Mortgage Asset Securitization Transactions, Argent Securities Inc. as Depositor, Xxxxx Fargo Bank, N.A. Ameriquest Mortgage Company as Master Servicer and Trust Administrator and U.S. Deutsche Bank National Association Trust Company as Trustee (the "Pooling and Servicing Agreement"), pursuant to which Pooling and Servicing Agreement the Certificates were issued.. Capitalized terms used but not defined herein shall have the meanings assigned thereto in the Pooling and Servicing Agreement. Very truly yours, [Transferor] By:_________________________ Name: Title: FORM OF TRANSFEREE REPRESENTATION LETTER [Date] Deutsche Bank National Trust Company 1761 East St. Andrew Place Saxxx Xxx, Xxxxxxxxxx 00000-4934 Re: Argent Securities Inc., Asset-Backed Pass-Through Certificates, Series 2003-W8, Class [CE] [P] [R] [R-X], [representing a % Percentage Interest] [with an aggregate Certificate Principal Balance OF _____] [With a Notional Amount of ______] ---------------------------------------------------- Ladies and Gentlemen: In connection with the purchase from ______________________ (the "Transferor") on the date hereof of the captioned trust certificates (the "Certificates"), _______________ (the "Transferee") hereby certifies as follows:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Argent Securities Inc Asset Backed Pass THR Cert Ser 2003-W8)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ------------------------------------ (authorized signer) Issuer: ------------------------------------ -------------------------------- Address: ----------------------------------- ------------------------------- ------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [---------------------------------- Custodian Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] N.A. Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Please acknowledge the execution of the above request by your signature and date below: ------------------------------------- ---------------------------------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ------------------------------------- ---------------------------------------- Custodian Date EXHIBIT F-1 E-1 FORM OF TRANSFEROR REPRESENTATION TRANSFEREE'S LETTER [DateDATE] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 ReAttention: MASTR Asset Backed Securities Corporate Trust Services - Xxxxxxx Xxxxx Mortgage Investors Trust, Series 20052006-HE1AF2 Ladies and Gentlemen: We propose to purchase Xxxxxxx Xxxxx Mortgage Investors Trust, Series 2006-AF2 Mortgage Pass-Through Certificates, Class ___A-R, representing A ___% CLASS ___ Percentage Interest Ladies described in the Prospectus Supplement, dated October 30, 2006, and Gentlemen: In connection with the transfer by ________________ Prospectus, dated September 8, 2006. Capitalized terms used but not defined herein shall have the meanings assigned to them in the Pooling and Servicing Agreement, dated October 1, 2006 relating to this issuance of the Xxxxxxx Xxxxx Mortgage Investors Trust, Series 2006-AF2 Mortgage Pass-Through Certificates (the "TransferorPooling and servicing Agreement").
1. We certify that (a) to ________________ we are not a disqualified organization and (b) we are not purchasing such Class A-R Certificate on behalf of a disqualified organization; for this purpose the term "Transferee"disqualified organization" means the United States, any state or political subdivision thereof, any foreign government, any international organization, any agency or instrumentality of any of the foregoing (except any entity treated as other than an instrumentality of the foregoing for purposes of Section 168(h)(2)(D) of the captioned mortgage pass-through certificates (the "Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed Internal Revenue Code of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 19331986, as amended (the "1933 ActCode")), or would render the disposition of any Certificate organization (other than a violation of cooperative described in Section 5 521 of the 1933 Act or Code) that is exempt from taxation under the Code (unless such organization is subject to tax on excess inclusions) and any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, organization that is described in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any Section 1381(a)(2)(C) of the Certificates, except in compliance with the provisions Code. We understand that any breach by us of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee (the "Pooling and Servicing Agreement"), pursuant this certification may cause us to which Pooling and Servicing Agreement the Certificates were issuedbe liable for an excise tax imposed upon transfers to disqualified organizations.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2006-Af2)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by __________________________________ (the "Transferor"authorized signer of Banc of America Funding Corporation) to Issuer:_____________________________________ Address:____________________________________ ____________________________________________ Date:_______________________________________ Custodian --------- U.S. Bank National Association Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated September 30, 2004, among Banc of America Funding Corporation, as Depositor, Washington Mutual Mortgage Securities Corp., as Master Servicer and Representing Party, and Wells Fargo Bank, N.A., as Trustee. [_______________], By:_____________________________________ Name:___________________________________ Title:__________________________________ EXHIBIT G-1 FORM OF TRANSFEROR'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth and Marquette Minneapolis, Minnesota 55479-0000 Attn: Corporate Trust Services - BAFC 0000-0 Xx: Xxxx xx Xxxxica Funding Corporation, Mortgage Pass-Through Certificates, Series 2004-3, Class ___, having an initial aggregate Certificate Balance as of September 30, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated September 30, 2004, among Banc of America Funding Corporation, as Depositor, Washington Mutual Mortgage Securities Corp., as Master Servicer and Representing Party, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ____________________________________________ (Transferor) By:_____________________________________ Name:___________________________________ Title:__________________________________ EXHIBIT G-2A FORM 1 OF TRANSFEREE'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth and Marquette Minneapolis, Minnesota 55479-0000 Attn: Corporate Trust Services - BAFC 0000-0 Xx: Xxxx xx Xxxxica Funding Corporation, Mortgage Pass-Through Certificates, Series 2004-3, Class ___, having an initial aggregate Certificate Balance as Master Servicer of September 30, 2004 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated September 30, 2004, among Banc of America Funding Corporation, as Depositor, Washington Mutual Mortgage Securities Corp., as Master Servicer and Representing Party, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _________________________________ (the "Transferor"authorized signer of Bank of America Mortgage Securities, Inc.) to Issuer:_____________________________________ Address:____________________________________ ____________________________________________ Date:_______________________________________ Custodian The Bank of New York Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated October 24, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 8-West New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-10, Class ___, having an initial aggregate Certificate Balance as of October 24, 2002 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated October 24, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, _________________________________________ (Transferor) By:______________________________________ Name:____________________________________ Title:___________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 8-West New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2002-10, Class ___, having an initial aggregate Certificate Balance as of October 24, 2002 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated October 24, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mortgage Sec Inc Mort Ps THR CRT Ser 2002-10)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America, N.A.) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by __________________________ (the "Transferor") to Address:_________________________________ _________________________________________ Date:____________________________________ Custodian --------- Wells Fargo Bank, N.A. Please acknowledge the execution of the above rxxxxxt by your signature and date below: ---------------------------------- --------------- Signature Date Documents returned to Custodian: ----------------------------------- ---------------- Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated December 29, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By: ----------------------------------------------- Name: -------------------------------------------- Title: -------------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-L, Class ___, having an initial aggregate Certificate Balance as of December 29, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security pursuant to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution Section 6.02 of the Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated December 29, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mortgage 2005-L Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ---------------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ------------------------------------------- Address: ----------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. --------------------------------------------- Custodian The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") Pooling and Servicing Agreement, dated June 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [---------------], By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-6, Class ___, having an initial aggregate Certificate Balance as of June 25, 2002 of $----------- Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------ (Transferor) By: --------------------------------- Name: ------------------------------- Title: ------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2002-6, Class ___, having an initial aggregate Certificate Balance as of June 25, 2002 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated June 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mortgage Sec Inc Mor Pa Th Cert Ser 2002-6)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- ------------------------------------ -------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx --------------------------------------- Custodian Wells Fargo Bank, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of executiox xx the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated April 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, National Association, as Trustee. [_______________], By: ----------------------------------------------- Name: --------------------------------------------- Title: -------------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-D, Class ___, having an initial aggregate Certificate Balance as of April 29, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated April 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, National Association, as Trustee. All capitalized terxx xxed herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-D, Class ___, having an initial aggregate Certificate Balance as Master Servicer of April 29, 2004 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated April 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, National Association, as Trustee. All capitalized terxx xxed herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. -------------------------------------------- (Nominee) By: ----------------------------------------- Name: --------------------------------------- Title: --------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, National Association, as Trustee, with respect to the xxxxgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _____________________________ (the "Transferor"authorized signer of Bank of America, National Association) to Issuer:__________________________________ Address:_________________________________ _________________________________________ Date:____________________________________
A. Please acknowledge the execution of the above xxxxxst by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated June 29, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By:_______________________________________________ Name:_____________________________________________ Title:____________________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Xxxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2006-2, Class ___, having an initial aggregate Certificate Balance as of June 29, 2006 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 29, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx __________________________________________ (Transferor) By:______________________________________ Name:____________________________________ Title:___________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Xxxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xxxx xx America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2006-2, Class ___, having an initial aggregate Certificate Balance as Master Servicer of June 29, 2006 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 29, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, __________________________________________ (Transferor) By:_______________________________________ Name:_____________________________________ Title:____________________________________ Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. __________________________________________ (Nominee) By:_______________________________________ Name:_____________________________________ Title:____________________________________ ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, N.A., as Trustee, with respect to the mortgage pass-xxxxugh certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mortgage 2006-2 Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Banc of America Mortgage Securities, Inc.) to Issuer:__________________________________ Address:_________________________________ _________________________________________ Date:____________________________________ Custodian Wells Fargo Bank Minnesota, National Association Please acknowledge thx xxxcution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated July 24, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. [_______________], By: ___________________________________________ Name: _________________________________________ Title: ________________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, N.A. Sixth Street and Marquette Avenue Minnxxxxxis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-0 Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2003-6, Class ___, having an initial aggregate Certificate Balance as of July 24, 2003 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 24, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, N.A. Sixth Street and Marquette Avenue Minnxxxxxis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-0 Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2003-6, Class ___, having an initial aggregate Certificate Balance as of July 24, 2003 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated July 24, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mortgage Securities Pass Thru Cert 2003-6)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ________________________ (the "Transferor"authorized signer of Bank of America Mortgage Securities, Inc.) to Issuer:___________________________________ Address:__________________________________ __________________________________________ Date:_____________________________________ Custodian The Bank of New York Please acknowledge the execution of the above request by your signature and date below: ---------------------------------- --------------- Signature Date Documents returned to Custodian: ----------------------------------- ---------------- Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated June 24, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, and The Bank of New York, as Trustee. [___________________], By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 1999-7, Class ___, having an initial aggregate Certificate Balance as of June 24, 1999 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 24, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------- (Transferor) By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 1999-7, Class ___, having an initial aggregate Certificate Balance as of June 24, 1999 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated June 24, 1999, among Bank of America Mortgage Securities, Inc., as Depositor, NationsBanc Mortgage Corporation, as Servicer, Bank of America, FSB, as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Secs Inc Mort Pas Thru Cert Sers 1999-7)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Banc of America Funding Corporation) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. ------------------------------------- Custodian --------- The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated May 23, 2002, among Banc of America Funding Corporation, as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 5 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Banc of America Funding Corporation, Mortgage Pass-Through Certificates, Series 2002-1, Class ___, having an initial aggregate Certificate Balance as of May 23, 2002 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated May 23, 2002, among Banc of America Funding Corporation, as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 5 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Banc of America Funding Corporation, Mortgage Pass-Through Certificates, except Series 2002-1, Class ___, having an initial aggregate Certificate Balance as of May 23, 2002 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated May 23, 2002, among Banc of America Funding Corporation, as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Mortgage Pass Through Certificates Series 2002-1)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America, N.A.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] -------------------------------------
A. Please acknowledge the execution of the above request rexxxxx by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated November 29, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [---------------], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-K, Class ___, having an initial aggregate Certificate Balance as of November 29, 2005 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated November 29, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2005-K, Class ___, having an initial aggregate Certificate Balance as Master Servicer of November 29, 2005 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated November 29, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _____________________________ (the "Transferor"authorized signer of Banc of America Funding Corporation) to Issuer:_________________________________ Address:________________________________ ________________________________________ Date:___________________________________ Custodian --------- Wachovia Bank, National Association Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated December 29, 2004, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Master Servicer, Wells Fargo Bank, N.A., as Xxxxxities Administrator, and Wachovia Bank, Xxxxonal Association, as Trustee. [_______________], By:______________________________________ Name:____________________________________ Title:___________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth and Marquette Minneapolis, Minnesota 55479-0000 Attn: Corporate Trust Services - BAFC 0000-0 Xx: Xxxx xx Xxxxica Funding Corporation, Mortgage Pass-Through Certificates, Series 2004-5, Class ___, having an initial aggregate Certificate Balance as of December 29, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated December 29, 2004, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Master Servicer, Wells Fargo Bank, N.A., as Xxxxxities Administrator, and Wachovia Bank, Xxxxonal Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx __________________________________________ (Transferor) By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth and Marquette Minneapolis, Minnesota 55479-0000 Attn: Corporate Trust Services - BAFC 0000-0 Xx: Xxxx xx Xxxxica Funding Corporation, Mortgage Pass-Through Certificates, Series 2004-5, Class ___, having an initial aggregate Certificate Balance as Master Servicer of December 29, 2004 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated December 29, 2004, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Master Servicer, Wells Fargo Bank, N.A., as Xxxxxities Administrator, and Wachovia Bank, Xxxxonal Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding Corp. 2004-5 Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Bank of America Mortgage Securities, Inc.) to Issuer:___________________________________ Address:__________________________________ __________________________________________ Date:_____________________________________ Custodian --------- The Bank of New York Please acknowledge the execution of the above request by your signature and date below: __________________________________ ________________ Signature Date Documents returned to Custodian: __________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated July 26, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: ______________________________________ Name: ____________________________________ Title: ___________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 100 Xxxxxxx Xxxxxx - 12 East New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2001-D, Class ___, having an initial aggregate Certificate Balance as of July 26, 2001 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 26, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, __________________________________________ (Transferor) By: ______________________________________ Name: ____________________________________ Title: ___________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 100 Xxxxxxx Xxxxxx - 12 East New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2001-D, Class ___, having an initial aggregate Certificate Balance as of July 26, 2001 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated July 26, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2001-D)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------- (authorized signersigner of Banc of America Funding Corporation) Issuer: ------------------------------------ ------------------------------- Address: ----------------------------------- ------------------------------ --------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo --------------------------------- Custodian
E-1 Wachovia Bank, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ---------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [____________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated June 30, 2005, among Banc of America Funding Corporation, as Depositor, Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx XxxxxxxxN.A., Xxxxxxxx 00000 Re: MASTR Asset Backed as Securities TrustAdministrator and as Master Servicer, Series 2005-HE1and Wachovia Bank, Mortgage Pass-Through CertificatesNational Association, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by as Trustee. [__________________], By: ----------------------------------- Name: --------------------------------- Title: -------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank, N.A. Sixth and Marquette Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Re: Banc of America Funding Corporation, Mortgage Pass-Through Certificates, Series 2005-D, Class _____, having an initial aggregate Certificate Balance as of June 30, 2005 of $_________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated June 30, 2005, among Banc of America Funding Corporation, as Depositor, Xxxxx Fargo Bank, N.A., as Securities Administrator and as Master Servicer, and Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. G-1-1 Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, --------------------------------------- (Transferor) By: ----------------------------------- Name: --------------------------------- Title: -------------------------------- EXHIBIT G-2A FORM 1 OF TRANSFEREE'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank, N.A. Sixth and Marquette Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Re: Banc of America Funding Corporation, Mortgage Pass-Through Certificates, Series 2005-D, Class ___, having an initial aggregate Certificate Balance as Master Servicer of June 30, 2005 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated June 30, 2005, among Banc of America Funding Corporation, as Depositor, Xxxxx Fargo Bank, N.A., as Securities Administrator and as Master Servicer, and Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding Corp. 2005-D Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- --------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ Address: ----------------------------------- ------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Custodian Wells Fargo BankBank Minnesota, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution thx xxxcution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") Pooling and Servicing Agreement, dated November 26, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. [---------------], By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xx: Xxxx xx Xmerica Alternative Loan Trust 2003-10, Mortgage Pass-Through Certificates, Series 2003-10, Class ___, having an initial aggregate Certificate Balance as of November 26, 2003 of $ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated November 26, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank Minnesota, National Association Sixth Street and Marquxxxx Avenue Minneapolis, Minnesota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-00 Xx: Xxxx xx Xmerica Alternative Loan Trust 2003-10, Mortgage Pass-Through Certificates, except Series 2003-10, Class ___, having an initial aggregate Certificate Balance as of November 26, 2003 of $[_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated November 26, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee. All capitxxxxxd terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Alternativer Loan Trust 2003-10)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. ------------------------------------- Custodian --------- The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class [___, representing A ___% CLASS ___ Percentage Interest Ladies _______] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Gentlemen: In connection with the transfer by Servicing Agreement, dated August 28, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By:_______________________________________ (the "Transferor") to Name:_____________________________________ Title:____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 12 East New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2001-E, Class ___, having an initial aggregate Certificate Balance as of August 28, 2001 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated August 28, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 12 East New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2001-E, Class ___, having an initial aggregate Certificate Balance as of August 28, 2001 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated August 28, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Mortgage Pass Through Certificates Series 2001 E)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ---------------------------------- (authorized signersigner of Banc of America Funding Corporation) Issuer: ------------------------------------ ------------------------------- Address: ----------------------------------- ------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo --------------------------------- Custodian Wachovia Bank, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated May 27, 2005, among Banc of America Funding Corporation, as Depositor, Xxxxx Fargo Bank, N.A., as Master Servicer, Xxxxx Fargo Bank, N.A., as Securities Administrator, and Wachovia Bank, National Association, as Trustee. [ ], --------------- By: ------------------------------- Name: ----------------------------- Title: ---------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank, N.A. Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BAFC 2005-3 Re: Banc of America Funding Corporation, Mortgage Pass-Through Certificates, Series 2005-3, Class ___, having an initial aggregate Certificate Balance as of May 27, 2005 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security pursuant to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution Section 6.02 of the Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated May 27, 2005, among Banc of America Funding Corporation, as Depositor, Xxxxx Fargo Bank, N.A., as Master Servicer, Xxxxx Fargo Bank, N.A., as Securities Administrator, and Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding 2005-3 Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _____________________________ (the "Transferor"authorized signer of applicable Servicer) to Issuer:__________________________________ Address:_________________________________ _________________________________________ Date:____________________________________ Custodian --------- Wachovia Bank, National Association Please acknowledge the execution of the above request by your signature and date below: ___________________________________ ________________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated April 28, 2005, among Banc of America Funding Corporation, as Depositor, GreenPoint Mortgage Funding, Inc., as servicer, and Wells Fargo Bank, N.A., as trustee. [_______________], By: ______________________________________________ Name: ____________________________________________ Title: ___________________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479 Attentixx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xf America Funding Corporation, Mortgage Pass-Through Certificates, Series 2005-C, Class ___, having an initial aggregate Certificate Balance as of April 28, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated April 28, 2005, among Banc of America Funding Corporation, as Depositor, GreenPoint Mortgage Funding, Inc., as servicer (the "Servicer"), and Wells Fargo Bank, N.A., as trustee (the "Trustee"). All capitalized terxx xxed herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ____________________________________________ (Transferor) By:_________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479 Attentixx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xx America Funding Corporation, Mortgage Pass-Through Certificates, Series 2005-C, Class ___, having an initial aggregate Certificate Balance as Master Servicer of April 28, 2005 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated April 28, 2005, among Banc of America Funding Corporation, as Depositor, GreenPoint Mortgage Funding, Inc., as servicer, and Wells Fargo Bank, N.A., as trustee (the "Trustee"). All capitalized terxx xxed herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding Corp. 2005-C Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Bank of America Mortgage Securities, Inc.) to Issuer: __________________________________ Address: _________________________________ __________________________________________ Date: ____________________________________ Custodian The Bank of New York Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated December 20, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: ______________________________________ Name: ____________________________________ Title: ___________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2001-H, Class ___, having an initial aggregate Certificate Balance as of December 20, 2001 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated December 20, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, __________________________________________ (Transferor) By: ______________________________________ Name: ____________________________________ Title: ___________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2001-H, Class ___, having an initial aggregate Certificate Balance as of December 20, 2001 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated December 20, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mortgage Securities Inc 2001-H)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signersigner of Bank of America, N.A.) Issuer: ------------------------------------ ------------------------------------- Address: ----------------------------------- ------------------------------------ ------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] ---------------------------------------
A. Please acknowledge the execution of the above request rexxxxx by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated July 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, Wells Fargo Bank, N.A., as Securities Administrator, and Wachovia Bank, Xxxxonal Association, as Trustee. [---------------], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-G, Class ___, having an initial aggregate Certificate Balance as of July 29, 2004 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, Wells Fargo Bank, N.A., as Securities Administrator, and Wachovia Bank, Xxxxonal Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-X Xx: Xxxx xx Xxerica Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-G, Class ___, having an initial aggregate Certificate Balance as Master Servicer of July 29, 2004 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated July 29, 2004, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, Wells Fargo Bank, N.A., as Securities Administrator, and Wachovia Bank, Xxxxonal Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mortgage Securities Inc)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ Address: ----------------------------------- ------------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Custodian --------- Xxxxx Fargo BankBank Minnesota, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated September 25, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. [_______________], By: ---------------------------------------- Name: -------------------------------------- Title: ------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank Minnesota, N.A. Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BOAMS 2003-I Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2003-I, Class ___, having an initial aggregate Certificate Balance as of September 25, 2003 of $___________ ------------------------------------------------------ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated September 25, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------- (Transferor) By: ---------------------------------------- Name: -------------------------------------- Title: ------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank Minnesota, N.A. Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BOAMS 2003-I Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2003-I, Class ___, having an initial aggregate Certificate Balance as of September 25, 2003 of $_________] ------------------------------------------------------ Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated September 25, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mortgage Securities Series 2003 I)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. ------------------------------------- Custodian The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated January 24, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [---------------], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-A, Class ___, having an initial aggregate Certificate Balance as of January 24, 2002 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated January 24, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2002-A, Class ___, having an initial aggregate Certificate Balance as of January 24, 2002 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated January 24, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ------------------------------------------ (Nominee) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and The Bank of New York, as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________1 in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2002-A)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America, N.A.) Issuer: ------------------------------------ ---------------------------------- Address: ----------------------------------- --------------------------------- --------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] ------------------------------------
A. Please acknowledge the execution of the above request rexxxxx by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated December 29, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. [___________], By: ----------------------------------------------- Name: --------------------------------------------- Title: -------------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-00 Xx: Xxxx xx Xmerica Alternative Loan Trust 2005-12, Mortgage Pass-Through Certificates, Series 2005-12, Class ___, having an initial aggregate Certificate Balance as of December 29, 2005 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated December 29, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-00 Xx: Xxxx xx Xmerica Alternative Loan Trust 2005-12, Mortgage Pass-Through Certificates, Series 2005-12, Class ___, having an initial aggregate Certificate Balance as Master Servicer of December 29, 2005 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated December 29, 2005, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. -------------------------------------------- (Nominee) By: ----------------------------------------- Name: --------------------------------------- Title: --------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, N.A., as Trustee, with respect to the mortgage pass-txxxxxh certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Alternative Loan Trust 2005-12)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ------------------------------------ (authorized signer) Issuer: ------------------------------------ -------------------------------- Address: ----------------------------------- ------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [---------------------------------- Custodian Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] N.A. Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Please acknowledge the execution of the above request by your signature and date below: ------------------------------------- ---------------------------------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ------------------------------------- ---------------------------------------- Custodian Date EXHIBIT F-1 L FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 ANNUAL CERTIFICATION Re: MASTR Asset Backed Securities TrustThe [_____] agreement dated as of [_____ l, Series 2005-HE1200[__] (the "Agreement"), Mortgage Pass-Through Certificatesamong [IDENTIFY PARTIES] I, Class ____________________________, representing A the ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by __________________ of [NAME OF COMPANY] (the "TransferorCompany"), certify to [the Purchaser], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:
(1) to ________________ I have reviewed, or persons under my supervision have reviewed, the servicer compliance statement of the Company provided in accordance with Item 1123 of Regulation AB (the "Transferee") of the captioned mortgage pass-through certificates (the "CertificatesCompliance Statement"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting report on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution assessment of the Certificates Company's compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB (the "Servicing Criteria"), provided in accordance with Rules 13a-18 and 15d-18 under the Securities Exchange Act of 19331934, as amended (the "1933 Exchange Act") and Item 1122 of Regulation AB (the "Servicing Assessment"), or would render the disposition registered public accounting firm's attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of any Certificate a violation of Section 5 Regulation AB (the "Attestation Report"), and all servicing reports, officer's certificates and other information relating to the servicing of the 1933 Act Mortgage Loans by the Company during 200[ ] that were delivered by the Company to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee] pursuant to the Agreement (collectively, the "Company Servicing Information");
(2) Based on my knowledge, the Company Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or any omit to state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person a material fact necessary to actmake the statements made, in any manner set forth in the foregoing sentence light of the circumstances under which such statements were made, not misleading with respect to any Certificate. The Transferor will not sell or otherwise transfer any the period of time covered by the Company Servicing Information;
(3) Based on my knowledge, all of the CertificatesCompany Servicing Information required to be provided by the Company under the Agreement has been provided to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee];
(4) I am responsible for reviewing the activities performed by the Company as servicer under the Agreement, and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in compliance the Compliance Statement, the Servicing Assessment or the Attestation Report, the Company has fulfilled its obligations under the Agreement in all material respects; and
(5) The Compliance Statement required to be delivered by the Company pursuant to this Agreement, and the Servicing Assessment and Attestation Report required to be provided by the Company and by any Subservicer and Subcontractor pursuant to the Agreement, have been provided to the [Depositor] [Master Servicer]. Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer]. Any material instance of noncompliance with the provisions Servicing Criteria has been disclosed in such reports. Date: ---------------------------------- By: ------------------------------------ Name: ---------------------------------- Title: --------------------------------- XXXXXXX X-0 STANDARD FILE LAYOUT - MASTER SERVICING COLUMN NAME DESCRIPTION DECIMAL FORMAT COMMENT MAX SIZE ----------- ------------------------------------ ------- -------------------- --------- SER_INVESTOR_NBR A value assigned by the Servicer to Text up to 10 digits 20 define a group of loans. LOAN_NBR A unique identifier assigned to each Text up to 10 digits 10 loan by the investor. SERVICER_LOAN_NBR A unique number assigned to a loan Text up to 10 digits 10 by the Servicer. This may be different than the LOAN_NBR. BORROWER_NAME The borrower name as received in the Maximum length of 30 30 file. It is not separated by first (Last, First) and last name. SCHED_PAY_AMT Scheduled monthly principal and 2 No commas(,) or 11 scheduled interest payment that certain Pooling and Servicing Agreementa dollar signs ($) borrower is expected to pay, dated P&I constant. NOTE_INT_RATE The loan interest rate as reported 4 Max length of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. 6 6 by the Servicer. NET_INT_RATE The loan gross interest rate less 4 Max length of 6 6 the service fee rate as Depositor, Xxxxx Fargo Bank, N.A. reported by the Servicer. SERV_FEE_RATE The servicer's fee rate for a loan 4 Max length of 6 6 as Master reported by the Servicer. SERV_FEE_AMT The servicer's fee amount for a loan 2 No commas(,) or 11 as reported by the Servicer. dollar signs ($) NEW_PAY_AMT The new loan payment amount as 2 No commas(,) or 11 reported by the Servicer. dollar signs ($) NEW_LOAN_RATE The new loan rate as reported by the 4 Max length of 6 6 Servicer. ARM_INDEX_RATE The index the Servicer and Trust Administrator and U.S. Bank National Association as Trustee (the "Pooling and Servicing Agreement"), pursuant is using to which Pooling and Servicing Agreement the Certificates were issued4 Max length of 6 6 calculate a forecasted rate.
Appears in 1 contract
Samples: Servicing Agreement (Merrill Lynch Alternative Note Asset Trust, Series 2007-A2)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _____________________________ (the "Transferor"authorized signer of Bank of America, National Association) to Issuer:_________________________________ Address:________________________________ ________________________________________ Date:___________________________________ Custodian Wells Fargo Bank, N.A. Please acknowledge the execution of the above xxxxest by your signature and date below: ---------------------------------- --------------- Signature Date Documents returned to Custodian: ----------------------------------- ---------------- Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated August 30, 2007, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By:_____________________________________ Name:___________________________________ Title:__________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Xxxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-0 Xx: Xxxx xx America Mortgage 2007-3 Trust, Mortgage Pass-Through Certificates, Series 2007-3, Class ___, having an initial aggregate Certificate Balance as of August 30, 2007 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated August 30, 2007, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ________________________________________ (Transferor) By:_____________________________________ Name:___________________________________ Title:__________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxxesota 55479-0113 Xxxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXXX 0000-0 Xx: Xxxx xx America Mortgage 2007-3 Trust, Mortgage Pass-Through Certificates, Series 2007-3, Class ___, having an initial aggregate Certificate Balance as Master Servicer of August 30, 2007 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated August 30, 2007, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mortgage 2007-3 Trust)
Nonliquidation Reason. Address to which Trust Administrator Custodian should deliver Deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ______________________ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ____________________________ ____________________________ By:___________________________ (the "Transferor"authorized signer) to Issuer:_______________________ Address:______________________ ______________________ Date:_________________________ Custodian --------- Norwest Bank Minnesota, National Association Please acknowledge the execution of the above request by your signature and date below: ________________________________ _______________________________ Signature Date Documents returned to Custodian: ________________________________ _______________________________ Custodian Date EXHIBIT E Affidavit pursuant to Section 860E(e)(4) of the Internal Revenue Code of 1986, as amended, and for other purposes STATE OF ) )ss: COUNTY OF ) [NAME OF OFFICER], being first duly sworn, deposes and says:
1. That he/she is [Title of Officer] of [Name of Investor] (the "TransfereeInvestor"), a [savings institution] [corporation] duly organized and existing under the laws of [the State of _________ ] [the United States], on behalf of which he/she makes this affidavit.
2. That (i) the Investor is not a "disqualified organization" as defined in Section 860E(e)(5) of the captioned mortgage pass-through certificates (the "Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed Internal Revenue Code of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 19331986, as amended (the "1933 ActCode"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor and will not act, nor has be a disqualified organization as of [Closing Date] [date of purchase]; (ii) it authorized or will it authorize any person to act, in any manner set forth in is not acquiring the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Structured Asset Mortgage Investments Inc. Mortgage Pass-Through Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April Series 1999-1, 2005Class R-1, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer Class R-2 and Trust Administrator and U.S. Bank National Association as Trustee Class R-3 Certificates (the "Pooling and Servicing AgreementResidual Certificates"), pursuant ) for the account of a disqualified organization; (iii) it consents to which any amendment of the Pooling and Servicing Agreement that shall be deemed necessary by Structured Asset Mortgage Investments Inc. (upon advice of counsel) to constitute a reasonable arrangement to ensure that the Residual Certificates were issuedwill not be owned directly or indirectly by a disqualified organization; and (iv) it will not transfer such Residual Certificates unless (a) it has received from the transferee an affidavit in substantially the same form as this affidavit containing these same four representations and (b) as of the time of the transfer, it does not have actual knowledge that such affidavit is false.
3. That the Investor is one of the following: (i) a citizen or resident of the United States, (ii) a corporation, partnership or other entity taxable as such created or organized in or under the laws of the United States or any political subdivision thereof or (iii) an estate that is subject to U.S. federal income tax regardless of the source of its income, or (iv) a trust other than a "foreign trust," as defined in Section [7701 (a)(3 1 )] of the Code.
4. That the Investor's taxpayer identification number is .
5. That no purpose of the acquisition of the Residual Certificates is to avoid or impede the assessment or collection of tax.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Structured Asset Mortgage Investments Inc)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- --------------------------------- (authorized signer) Issuer: ------------------------------------ ----------------------------- Address: ----------------------------------- ---------------------------- ------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. ------------------------------- Custodian Deutsche Bank National Association] Trust Company Please acknowledge the execution of the above request by your signature and date below, if requested: --------------------- ----------- --------------------------------------- -------------------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator --------------------------------------- -------------------------- Custodian Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo BankTRUSTEE'S INITIAL CERTIFICATION __________, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR 20__ Asset Backed Securities TrustFunding Corporation 214 North Tryon Street Charlotte, North Carolina 28255 Ameriquest Morxxxxx Xxxxxxx 0000 Xxxx and Country Road, Suite 1100 Orange, California 92868 Xx: XXXX 0000-XX0 Xxxxx, Xxxxx-Xxxxxx Xxrtificates, Series 2005-HE1AQ1 Ladies and Gentlemen: The undersigned, as Trustee, hereby certifies that, as except as noted on the schedule of exceptions attached hereto as Schedule A, as to each Mortgage PassLoan listed on the Mortgage Loan Schedule (other than any Mortgage Loan paid in full or any Mortgage Loan listed on the attachment hereto) it has reviewed the Mortgage Files and has determined that (i) all documents required to be delivered to it pursuant to Section 2.01(a), (b), (c), (d) and (e) of the Pooling and Servicing Agreement, dated as of June 1, 2005, among Asset Backed Funding Corporation, as depositor, Ameriquest Mortgage Company, as servicer and the undersigned, as trustee (the "Agreement") are in its possession, and if indicated as applicable in a separate writing delivered to the Trustee, that all documents delivered to it pursuant to Section 2.01(f) of the Agreement are in its possession; (ii) such documents have been reviewed by it and appear regular on their face and related to such Mortgage Loan, (iii) each Mortgage Note has been endorsed as provided in Section 2.01(a) of the Agreement and each Mortgage has been assigned in accordance with Section 2.01(c) and (d) of the Agreement and (iv) based on its examination of the documents in the Mortgage File and only as to such documents, the Mortgage Loan information corresponding to items 1, 2, 12, 13, 14 and 17 of the definition of Mortgage Loan Schedule accurately reflects information set forth in the related Mortgage File. The Trustee makes no representations as to (i) the validity, legality, enforceability, sufficiency, due authorization or genuineness of any of the documents contained in each Mortgage File or of any of the Mortgage Loans or (ii) the collectability, insurability, effectiveness or suitability of any such Mortgage Loan. This Initial Certification is not divisible or negotiable. The Trustee will accept and act on instructions with respect to the Mortgage Loans subject hereto upon surrender of this Initial Certification at its office at 1761 East St. Andrew Place, Santa Ana, California 92705, Attention: Trxxx Xxxxxxxxxxxxxx - XX00X0. Capitalized terms used herein shall have the meaning ascribed to them in the Agreement. DEUTSCHE BANK NATIONAL TRUST COMPANY,as Trustee By: -------------------------------- Name: ------------------------------ Title: ----------------------------- SCHEDULE A - TO INITIAL CERTIFICATION EXCEPTIONS EXHIBIT F-2 FORM OF TRUSTEE'S FINAL CERTIFICATION June 7, 2005 Asset Backed Funding Corporation 214 North Tryon Street, 21st Floor Charlotte, North Carolina 28255 Amxxxxxxxx Xxxxxxxx Xxxxxxx 1100 Town and Country Road, Suite 1100 Orange, California 92868 Attentxxx: Xxxxxxx Xxxxxxx Xx: XXXX 0000-Through XX0 Xxxxx, Asset-Backed Certificates, Class Series 2005-AQ1 Ladies and Gentlemen: The undersigned, as Trustee, hereby certifies that, as except as noted on the schedule of exceptions attached hereto as Schedule A, as to each Mortgage Loan listed on the Mortgage Loan Schedule (other than any Mortgage Loan paid in full or any Mortgage Loan listed on the attachment hereto) it has reviewed the Mortgage Files and has determined that (i) all documents required to be delivered to it pursuant to Section 2.01(a), (b), (c), (d) and (e) of the Pooling and Servicing Agreement, dated as of June 1, 2005, among Asset Backed Funding Corporation, as depositor, Ameriquest Mortgage Company, as servicer and the undersigned, as trustee (the "Agreement") are in its possession, and if indicated as applicable in a separate writing delivered to the Trustee, that all documents delivered to it pursuant to Section 2.01(f) of the Agreement are in its possession; (ii) such documents have been reviewed by it and appear regular on their face and related to such Mortgage Loan, (iii) each Mortgage Note has been endorsed as provided in Section 2.01(a) of the Agreement and each Mortgage has been assigned in accordance with Sections 2.01(c) and (d) of the Agreement and (iv) based on its examination of the documents in the Mortgage File and only as to such documents, the Mortgage Loan information corresponding to items 1, 2, 12, 13, 14 and 17 of the definition of Mortgage Loan Schedule accurately reflects information set forth in the related Mortgage File. The Trustee makes no representations as to (x) the validity, legality, enforceability, sufficiency, due authorization or genuineness of any of the documents contained in each Mortgage File or of any of the Mortgage Loans or (y) the collectability, insurability, effectiveness or suitability of any such Mortgage Loan. This Final Certification is not divisible or negotiable. The Trustee will accept and act on instructions with respect to the Mortgage Loans subject hereto upon surrender of this Final Certification at its office at 1761 East St. Andrew Place, Santa Ana, California 92705, Attention: Trxxx Xxxxxxxxxxxxxx - XX00X0. Capitalized terms used herein shall have the meaning ascribed to them in the Agreement. DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee By: -------------------------------- Name: ------------------------------ Title: ----------------------------- SCHEDULE A - TO FINAL CERTIFICATION EXCEPTIONS EXHIBIT F-3 FORM OF RECEIPT OF MORTGAGE NOTE Asset Backed Funding Corporation 214 North Tryon Street 21st Floor Charlotte, North Carolina 28255 Xx: XXXX 0000-AQ1 Trust, Asset-Backed Certificates, Series 2005-AQ1 Ladies and Gentlemen: Pursuant to Section 2.01 of the Pooling and Servicing Agreement, dated as of June 1, 2005, among Asset Backed Funding Corporation, as depositor, Ameriquest Mortgage Company, as Servicer, and Deutsche Bank National Trust Company, as trustee, we hereby acknowledge the receipt of the original Mortgage Note, or, with respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note (a copy of which is attached hereto as Exhibit 1) with any exceptions thereto listed on Exhibit 2. DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee By: -------------------------------- Name: Title: EXHIBIT G MORTGAGE LOAN PURCHASE AGREEMENT (ON FILE WITH TRUSTEE) EXHIBIT H FORM OF LOST NOTE AFFIDAVIT Personally appeared before me the undersigned authority to administer oaths, ______________________ who first being duly sworn deposes and says: Deponent is ______________________ of ______________________________, representing A successor by merger to ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ____________________________________ (the "TransferorSeller") to and who has personal knowledge of the facts set out in this affidavit. On ___________________, _________________________ (did execute and deliver a promissory note in the "Transferee") principal amount of $__________. That said note has been misplaced or lost through causes unknown and is presently lost and unavailable after diligent search has been made. Seller's records show that an amount of principal and interest on said note is still presently outstanding, due, and unpaid, and Seller is still owner and holder in due course of said lost note. Seller executes this Affidavit for the purpose of inducing Deutsche Bank National Trust Company, as trustee on behalf of ABFC 2005-AQ1 Trust, Asset-Backed Certificates, Series 2005-AQ1, to accept the transfer of the captioned mortgage pass-through certificates (above described loan from Seller. Seller agrees to indemnify and hold harmless Deutsche Bank National Trust Company and Asset Backed Funding Corporation for any losses incurred by such parties resulting from the "Certificates")above described promissory note has been lost or misplaced. By: -------------------------------- ------------------------------------ STATE OF ) ) SS: COUNTY OF ) On this ____ day of _______ 20__, before me, a Notary Public, in and for said County and State, appeared ________________________, who acknowledged the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution extension of the Certificates under the Securities Act foregoing and who, having been duly sworn, states that any representations therein contained are true. Witness my hand and Notarial Seal this ____ day of 1933_______ 20__. ____________________________________ ____________________________________ My commission expires _____________________. EXHIBIT I FORM OF ERISA REPRESENTATION Deutsche Bank National Trust Company 1761 East St. Andrew Place Santa Ana, as amended (the "1933 Act")California 92705 Attention: Trusx Xxxxxxxxxxxxxx - XX00X0 Asset Backed Funding Corporation 214 North Tryon Street 21st Floor Charlotte, or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not actNorth Carolina 28255 Xx: XXXX 0000-AQ1 Trust, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Asset-Backed Certificates, except in compliance with the provisions of that certain Pooling Series 2005-AQ1 Ladies and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee (the "Pooling and Servicing Agreement"), pursuant to which Pooling and Servicing Agreement the Certificates were issued.Gentlemen:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (ABFC 2005-Aq1 Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Bank of America, National Association) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx ------------------------------------- Custodian --------- Wells Fargo Bank, N.A.] [U.S. Bank National Association] N.A. Please acknowledge the execution of the above request abovx xxxuest by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by __________________________ (the "Transferor") _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated September 28, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. [_______________], By: -------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxnesota 55479-0113 Xxxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xanc of America Alternative Loan Trust 2006-7, Mortgage Pass-Through Certificates, Series 2006-7, Class ___, having an initial aggregate Certificate Balance as of September 28, 2006 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated September 28, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used hereix xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx _________________________________________ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Xxxnesota 55479-0113 Xxxx: Xxxxxxxxx Xxxxx Xxxxxxxx - XxXXX 0000-0 Xx: Xanc of America Alternative Loan Trust 2006-7, Mortgage Pass-Through Certificates, Series 2006-7, Class ___, having an initial aggregate Certificate Balance as Master Servicer of September 28, 2006 of $[_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated September 28, 2006, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used hereix xxx not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, __________________________________________ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. __________________________________________ (Nominee) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, N.A., as Trustee, with respect to the mortgage pasx-xxxough certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Alternative Loan Trust 2006-7)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ________________________________ (the "Transferor"authorized signer of applicable Servicer) to Issuer: ______________________________________ Address: _____________________________________ ______________________________________________ Date: ________________________________________ Custodian Wachovia Bank, National Association Please acknowledge the execution of the above request by your signature and date below: ___________________________________ _________________ Signature Date Documents returned to Custodian: ___________________________________ _________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated November 30, 2004, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator, xxx Wachovia Bank, National Association, as Trustee. [_______________], By: ____________________________________ Name: __________________________________ Title: _________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479 Attentiox: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xx America Funding Corporation, Mortgage Pass-Through Certificates, Series 2004-C, Class ___, having an initial aggregate Certificate Balance as of November 30, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated November 30, 2004, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator, xxx Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ________________________________________ (Transferor) By: ____________________________________ Name: __________________________________ Title: _________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479 Attentiox: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xx America Funding Corporation, Mortgage Pass-Through Certificates, Series 2004-C, Class ___, having an initial aggregate Certificate Balance as Master Servicer of November 30, 2004 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated November 30, 2004, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator, xxx Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ------------------------------------------ (authorized signersigner of applicable Servicer) Issuer: ------------------------------------ -------------------------------------- Address: ----------------------------------- ------------------------------------- ------------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo ---------------------------------------- Custodian --------- Wachovia Bank, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated September 29, 2005, among Banc of America Funding Corporation, as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. [________________], By: ----------------------------------------------- Name: --------------------------------------------- Title: -------------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479 Attentixx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xx America Funding Corporation, Mortgage Pass-Through Certificates, Series 2005-G, Class ___, having an initial aggregate Certificate Balance as of September 29, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated September 29, 2005, among Banc of America Funding Corporation, as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479 Attentixx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xx America Funding Corporation, Mortgage Pass-Through Certificates, Series 2005-G, Class ___, having an initial aggregate Certificate Balance as Master Servicer of September 29, 2005 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), dated September 29, 2005, among Banc of America Funding Corporation, as Depositor, Bank of America, National Association, as Servicer, and Wells Fargo Bank, N.A., as Trustee. All capitalized terms used herein axx xxt otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. -------------------------------------------- (Nominee) By: ----------------------------------------- Name: --------------------------------------- Title: --------------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and Wells Fargo Bank, N.A., as Trustee, with respect to the mortgage pass-txxxxxh certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________1 in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding Corp. 2005-G Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Bank of America Mortgage Securities, Inc.) to Issuer:___________________________________ Address:__________________________________ Date:_____________________________________ Custodian The Bank of New York Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated September 25, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: _____________________________________ Name: ___________________________________ Title: __________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 100 Xxxxxxx Xxxxxx - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2001-10, Class ___, having an initial aggregate Certificate Balance as of September 25, 2001 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated September 25, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, __________________________________________ (Transferor) By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 100 Xxxxxxx Xxxxxx - 12 E New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2001-10, Class ___, having an initial aggregate Certificate Balance as of September 25, 2001 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated September 25, 2001, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2001-10)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Banc of America Funding Corporation) Issuer: ------------------------------------ ---------------------------------- Address: ----------------------------------- --------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] ------------------------------------
A. Please acknowledge the execution of the above request rexxxxx by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [________________ (] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the "Transferor") to Pooling and Servicing Agreement, dated August 27, 2004, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., a Servicer, Bank of America, N.A., a Servicer, Xxxxx Fargo Bank, N.A., as Securities Administrator, and Wachovia Bank, Xxxxonal Association, as Trustee. [________________], By: ------------------------------------ Name: ---------------------------------- Title: --------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xx Xxxxica Funding Corporation, Mortgage Pass-Through Certificates, Series 2004-A, Class ___, having an initial aggregate Certificate Balance as of August 27, 2004 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated August 27, 2004, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., a Servicer, Bank of America, N.A., a Servicer, Xxxxx Fargo Bank, N.A. as Securities Administrator, and Wachovia Bank, Xxxxxnal Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx -------------------------------------------- (Transferor) By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth Street and Marquette Avenue Minneapolis, Mxxxxxota 55479-0113 Attx: Xxxxxxxxx Xxxxx Xxxxxxxx - XXXX 0000-X Xx: Xxxx xx Xxxrica Funding Corporation, Mortgage Pass-Through Certificates, Series 2004-A, Class ___, having an initial aggregate Certificate Balance as Master Servicer of August 27, 2004 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated August 27, 2004, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., a Servicer, Bank of America, N.A., a Servicer, Xxxxx Fargo Bank, N.A., as Securities Administrator, and Wachovia Bank, Xxxxonal Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
Appears in 1 contract
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------- (authorized signersigner of Banc of America Funding Corporation) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by __________________________ (the "Transferor") to Address: _________________________________ __________________________________________ Date: ____________________________________ Custodian --------- Wachovia Bank, National Association Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated August 30, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Servicer, xxx Wachovia Bank, National Association, as Trustee. [_______________], By: ________________________________________ Name: ______________________________________ Title: _____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth and Marquette Minneapolis, Minnesota 55479-0000 Re: Banc of America Fundxxx Xxxxxxxxxxx, Xxxxxxxx Xxxx-Xxrough Certificates, Series 2005-4, Class ___, having an initial aggregate Certificate Balance as of August 30, 2005 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated August 30, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Servicer, xxx Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Securities Administrator, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the CertificatesTransferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx ____________________________________ (Transferor) By: ________________________________________ Name: ______________________________________ Title: _____________________________________ EXHIBIT G-2A FORM 1 OF TRANSFEREE'S CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wells Fargo Bank, N.A. Sixth and Marquette Minneapolis, Minnesota 55479-0000 Re: Banc of America Fundxxx Xxxxxxxxxxx, Xxxxxxxx Xxxx-Xxrough Certificates, Series 2005-4, Class ___, having an initial aggregate Certificate Balance as Master Servicer of August 30, 2005 of $_________] Ladies and Trust Administrator Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and U.S. Bank National Association as Trustee Servicing Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated August 30, 2005, among Banc of America Funding Corporation, as Depositor, Wells Fargo Bank, N.A., as Securities Administrator and Master Servicer, xxx Wachovia Bank, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Securities Administrator, that:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Funding Corp. 2005-4 Trust)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by _____________________________ (the "Transferor") to Address:____________________________________ ____________________________________________ Date:_______________________________________ Custodian --------- The Bank of New York Please acknowledge the execution of the above request by your signature and date below: --------------------------------- --------------- Signature Date Documents returned to Custodian: --------------------------------- --------------- Signature Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated July 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 8-W New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-H, Class ___, having an initial aggregate Certificate Balance as of July 25, 2002 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 000 Xxxxxxx Xxxxxx - 8-W New York, New York 10001 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2002-H, Class ___, having an initial aggregate Certificate Balance as of July 25, 2002 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated July 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank of America Mortgage Securities Inc M Pa Th Ce Se 2002-H)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- (authorized signer) Issuer: ------------------------------------ Address: ----------------------------------- Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. Bank National Association] Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class :___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by ______________________________ (the "Transferor"authorized signer of Banc of America Mortgage Securities, Inc.) to Issuer:____________________________________ Address:___________________________________ ___________________________________________ Date:______________________________________ Custodian Wxxxx Fargo Bank Minnesota, National Association Please acknowledge the execution of the above request by your signature and date below: __________________________________ _______________ Signature Date Documents returned to Custodian: __________________________________ _______________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated July 24, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wxxxx Fargo Bank Minnesota, National Association, as Trustee. [_______________], By:_______________________________________ Name:_____________________________________ Title:____________________________________ EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wxxxx Fargo Bank Minnesota, N.A. Sxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BOAMS 2003-G Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2003-G, Class ___, having an initial aggregate Certificate Balance as of July 24, 2003 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 24, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, _________________________________________ (Transferor) By:______________________________________ Name:____________________________________ Title:___________________________________ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wxxxx Fargo Bank Minnesota, N.A. Sxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BOAMS 2003-G Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2003-G, Class ___, having an initial aggregate Certificate Balance as of July 24, 2003 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated July 24, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Mort Pass THR Certs Ser 2003 G)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- ----------------------------------- (authorized signersigner of Bank of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ------------------------------- Address: ----------------------------------- ------------------------------ ------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx Fargo Bank, N.A.] [U.S. --------------------------------- Custodian The Bank National Association] of New York Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- Signature Date Documents returned to [Trust Administrator][Trustee]: --------------------- ----------- Trust Administrator Date EXHIBIT F-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by __________________________ (the "Transferor") _______________ Signature Date Documents returned to Custodian: ___________________________________ ________________ Custodian Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated April 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-C, Class ___, having an initial aggregate Certificate Balance as of April 25, 2002 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated April 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, -------------------------------------- (Transferor) By: ----------------------------------- Name: --------------------------------- Title: -------------------------------- EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 0 Xxxx Xxxxx - 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, except Series 2002-C, Class ___, having an initial aggregate Certificate Balance as of April 25, 2002 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), dated April 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to which another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested.
3. If the Transferee proposes that the Transferred Certificates were issuedbe registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, -------------------------------------- (Transferor) By: ----------------------------------- Name: --------------------------------- Title: -------------------------------- Nominee Acknowledgment The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. -------------------------------------- (Nominee) By: ----------------------------------- Name: --------------------------------- Title: --------------------------------
ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and The Bank of New York, as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee").
2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________(1) in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below.
(1) Transferee must own and/or invest on a discretionary basis at least $100,000,000 in securities unless Transferee is a dealer, and, in that case, Transferee must own and/or invest on a discretionary basis at least $10,000,000 in securities.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Mortgage Pass Through Certificates Series 2002-C)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [------------------------------------- Custodian Xxxxx Fargo BankBank Minnesota, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated January 28, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. [---------------], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank Minnesota, N.A. Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BoALT 2003-1 Re: Banc of America Alternative Loan Trust 2003-1 Mortgage Pass-Through Certificates, Series 2003-1, Class ___, having an initial aggregate Certificate Balance as of January 28, 2003 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated January 28, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies certifies, represents and warrants to you, as follows: Trustee, that:
1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever.
2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold, sold or otherwise disposed of or otherwise transferred any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledgetransfer, disposition pledge or other transfer disposition of any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Transferred Certificate, any interest in any a Transferred Certificate or any other similar security with any person in any manner, (d) has made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) has taken any other actionaction with respect to any Transferred Certificate, that any interest in a Transferred Certificate or any other similar security, which (in the case of each any of subclauses the acts described in clauses (a) through (e) abovehereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law laws, or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Xxxxx Fargo Bank Minnesota, N.A. Xxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BoALT 2003-1 Re: Banc of America Alternative Loan Trust 2003-1 Mortgage Pass-Through Certificates, except Series 2003-1, Class ___, having an initial aggregate Certificate Balance as of January 28, 2003 of $_________] Ladies and Gentlemen: This letter is delivered to you in compliance connection with the provisions transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of that certain the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated January 28, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Xxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates were issuedfor its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Alternative Loan Trust 2003-1)
Nonliquidation Reason. Address to which Trust Administrator should deliver the Trust Administrator's Mortgage File: By: ---------------------------------------- -------------------------------------- (authorized signersigner of Banc of America Mortgage Securities, Inc.) Issuer: ------------------------------------ ----------------------------------- Address: ----------------------------------- ---------------------------------- ------------------------------------------ Date: -------------------------------------- [TRUST ADMINISTRATOR] [TRUSTEE] [Xxxxx ------------------------------------- Custodian Wxxxx Fargo BankBank Minnesota, N.A.] [U.S. Bank National Association] Association Please acknowledge the execution of the above request by your signature and date below: --------------------- ----------- ---------------------------------- --------------- Signature Date Documents returned to [Trust Administrator][Trustee]Custodian: --------------------- ----------- Trust Administrator ----------------------------------- ---------------- Custodian Date EXHIBIT F-1 F FORM OF TRANSFEROR REPRESENTATION LETTER CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] Xxxxx Fargo Bank, N.A. 0000 Xxx Xxxxxxxxx Xxxx Xxxxxxxx, Xxxxxxxx 00000 Re: MASTR Asset Backed Securities Trust, Series 2005-HE1, Mortgage Pass-Through Certificates, Class ___, representing A ___% CLASS ___ Percentage Interest Ladies and Gentlemen: In connection with the transfer by [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated December 23, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wxxxx Fargo Bank Minnesota, National Association, as Trustee. [ ], --------------- By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] Wxxxx Fargo Bank Minnesota, National Association Sxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000-0000 Attn: Corporate Trust Services - BoALT 2003-10 Re: Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2003-10, Class ___, having an initial aggregate Certificate Balance as of December 23, 2003 of $___________ (Ladies and Gentlemen: This letter is delivered to you in connection with the "Transferor") to transfer by [______________] (the "Transferor") to [__ _____________] (the "Transferee") of the captioned mortgage pass-through certificates Certificates (the "Transferred Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security pursuant to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution Section 6.02 of the Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2005, among Mortgage Asset Securitization Transactions, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Trust Administrator and U.S. Bank National Association as Trustee Agreement (the "Pooling and Servicing Agreement"), pursuant to which dated December 23, 2003, among Banc of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and Wxxxx Fargo Bank Minnesota, National Association, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement the Certificates were issued.Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Mort Pass THR Certs Ser 2003 10)